Common use of Distributions on the Certificates Clause in Contracts

Distributions on the Certificates. (a) On each Distribution Date, an amount equal to the Interest Funds and Principal Funds with respect to Loan Group I for such Distribution Date shall be withdrawn by the Trustee from the Distribution Account to the extent of funds on deposit with respect to Loan Group I therein and distributed for such Distribution Date, in the following order of priority: First, from Interest Funds, from Loan Group I, on each Distribution Date on and after the Distribution Date in February 2017, if applicable, to the Final Maturity Reserve Account, an amount equal to the Coupon Strip for such Distribution Date. Second, from Interest Funds, from Loan Group I, to pay any accrued and unpaid interest on the Class I-A, Class I-B and Class I-X Certificates in the following order of priority: 1. to each Class of Class I-A Certificates and Class I-X Certificates, the Current Interest and then any Interest Carry Forward Amount for each such Class, pro rata, based on the Current Interest and Interest Carry Forward Amount due to each such Class; 2. to the Class I-B-1, Class I-B-2, Class I-B-3, Class I-B-4, Class I-B-5, Class I-B-6, Class I-B-7, Class I-B-8 and Class I-B-9 Certificates, sequentially, in that order, the Current Interest for each such Class of Certificates; 3. any Excess Spread with respect to Loan Group I to the extent necessary to meet a level of overcollateralization equal to the Group I Overcollateralization Target Amount will be the Extra Principal Distribution Amount with respect to Loan Group I and will be included as part of the Group I Principal Distribution Amount and distributed in accordance with Third (A) and (B) below; and 4. any remaining Excess Spread with respect to Loan Group I will be the Remaining Excess Spread with respect to Loan Group I and will be applied, together with the Group I Overcollateralization Release Amount, as Excess Cashflow for Loan Group I pursuant to clauses Fourth through Eighteenth below. Third, to pay as principal on the Class I-A Certificates and Class I-B Certificates, in the following order of priority: (A) For each Distribution Date (i) prior to the related Stepdown Date or (ii) on which a Group I Trigger Event is in effect, the Group I Principal Distribution Amount for such Distribution Date will be distributed as follows: 1. to each Class of Class I-A Certificates on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class I-B-1 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 3. to the Class I-B-2 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 4. to the Class I-B-3 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 5. to the Class I-B-4 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 6. to the Class I-B-5 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 7. to the Class I-B-6 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 8. to the Class I-B-7 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 9. to the Class I-B-8 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; and 10. to the Class I-B-9 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero. (B) For each Distribution Date on or after the related Stepdown Date, so long as a Group I Trigger Event is not in effect, the Group I Principal Distribution Amount for such Distribution Date will be distributed as follows: 1. to the Class I-A Certificates, from the Group I Principal Distribution Amount, an amount equal to the Class I-A Principal Distribution Amount will be distributed to each Class of Class I-A Certificates on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class I-B-1 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-1 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 3. to the Class I-B-2 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-2 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 4. to the Class I-B-3 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-3 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 5. to the Class I-B-4 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-4 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 6. to the Class I-B-5 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-5 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 7. to the Class I-B-6 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-6 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 8. to the Class I-B-7 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-7 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 9. to the Class I-B-8 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-8 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; and 10. to the Class I-B-9 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-9 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero. Fourth, from any Excess Cashflow with respect to Loan Group I, to the Class I-A Certificates, pro rata in accordance with the respective amounts owed to each such Class, an amount equal to (a) any remaining Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Fifth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-1 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Sixth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-2 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Seventh, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-3 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Eighth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-4 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Ninth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-5 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Tenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-6 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Eleventh, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-7 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Twelfth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-8 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Thirteenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-9 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Fourteenth, from amounts in the Adjustable Rate Supplemental Fund with respect to Loan Group I (only with respect to the initial Distribution Date as described herein) and from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-A Certificates, any Basis Risk Shortfall or any Basis Risk Shortfall Carry-forward Amount (as applicable) for each such Class for such Distribution Date, pro rata, based on the Basis Risk Shortfall or Basis Risk Shortfall Carry-forward Amount (as applicable) owed to each such Class; Fifteenth, from amounts in the Adjustable Rate Supplemental Fund with respect to Loan Group I (only with respect to the initial Distribution Date as described herein) and from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-1, Class I-B-2, Class I-B-3, Class I-B-4, Class I-B-5, Class I-B-6, Class I-B-7, Class I-B-8 and Class I-B-9 Certificates, sequentially, in that order, any Basis Risk Shortfall or any Basis Risk Shortfall Carry-forward Amount (as applicable), in each case for such Class for such Distribution Date; Sixteenth, if the Adjustable Rate Supplemental Fund has not been terminated pursuant to Section 4.05, to the Adjustable Rate Supplemental Fund, the lesser of (A) any remaining amounts, and (B) the amount which, when added to amounts on deposit in the Adjustable Rate Supplemental Fund, would equal $25,000 with respect to Loan Group I; Seventeenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-IO Certificates, the Class I-B-IO Distribution Amount for such Distribution Date, and Eighteenth, any remaining amounts with respect to Loan Group I to the Residual Certificates. If on the initial Distribution Date, the amounts payable to the Class I-A Certificates and the Class I-B Certificates in respect of the related Interest Funds for such Distribution Date is reduced due to the application of the related Net Rate Cap, the Trustee shall transfer from amounts on deposit in the Adjustable Rate Supplemental Fund for Loan Group I for distribution to the applicable Class or Classes of Group I Certificates on such Distribution Date, an amount equal to the lesser of (i) the amount on deposit in the Adjustable Rate Supplemental Fund for Loan Group I, and (ii) the amount of such applicable shortfall. All payments of amounts in respect of Basis Risk Shortfall or Basis Risk Shortfall Carry Forward Amounts made pursuant to the provisions of this paragraph (a) (including amounts paid from the Adjustable Rate Supplemental Fund) shall, for federal income tax purposes, be deemed to have been distributed from REMIC III to the holder of the Class I-B-IO Certificates and then paid outside of any 2007-AR1 REMIC to the recipients thereof pursuant to an interest rate cap contract. By accepting their Certificates the holders of the Certificates agree so to treat such payments for purposes of filing their income tax returns. For federal income tax purposes, payment of any interest accrued at a Pass-Through Rate in excess of the Modified Net Rate Cap, to the Class I-A Certificates and Class I-B Certificates shall be treated as paid outside of any 2007-AR1 REMIC and shall not be part of the entitlement of the REMIC III Regular Interest the ownership of which is represented by such Class of Certificates receiving such payment. (b) On each Distribution Date, an amount equal to the Interest Funds and Principal Funds with respect to Loan Group II for such Distribution Date shall be withdrawn by the Trustee from the Distribution Account to the extent of funds on deposit with respect to Loan Group II therein and distributed for such Distribution Date, in the following order of priority: First, from Interest Funds with respect to Loan Group II, to pay any accrued and unpaid interest on the Class II-A Certificates and the Class II-B Certificates in the following order of priority: 1. to each Class of Class II-A Certificates, the Current Interest and then any Interest Carry Forward Amount for each such Class, pro rata, based on the Current Interest and Interest Carry Forward Amount due to each such Class; 2. to the Class II-B-1, Class II-B-2, Class II-B-3, Class II-B-4 and Class II-B-5 Certificates, sequentially, in that order, the Current Interest for each such Class of Certificates; 3. any Excess Spread with respect to Loan Group II to the extent necessary to meet a level of overcollateralization equal to the Group II Overcollateralization Target Amount will be the Extra Principal Distribution Amount with respect to Loan Group II and will be included as part of the Group II Principal Distribution Amount and distributed in accordance with Second (A) and (B) below; and 4. any remaining Excess Spread with respect to Loan Group II will be the Remaining Excess Spread with respect to Loan Group II and will be applied, together with the Group II Overcollateralization Release Amount, as Excess Cashflow pursuant to clauses Third through Fourteenth below. Second, to pay as principal on the Class II-A Certificates and Class II-B Certificates, in the following order of priority: (A) For each Distribution Date (i) prior to the related Stepdown Date or (ii) on which a Group II Trigger Event is in effect, from the Group II Principal Distribution Amount for such Distribution Date: 1. to each Class of Class II-A Certificates, concurrently to (i) the Class II-A-1, Class II-A-2 and Class II-A-3 Certificates, sequentially in that order, and (ii) the Class II-A-4 Certificates, until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class II-B-1 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 3. to the Class II-B-2 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 4. to the Class II-B-3 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 5. to the Class II-B-4 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; and 6. to the Class II-B-5 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero. (B) For each Distribution Date on or after the related Stepdown Date, so long as a Group II Trigger Event is not in effect, the Group II Principal Distribution Amount with respect to Loan Group II for such Distribution Date will be distributed as follows: 1. to the Class II-A Certificates, from the Group II Principal Distribution Amount, an amount equal to the Class II-A Principal Distribution Amount will be distributed to each Class of Class II-A Certificates, concurrently to (i) the Class II-A-1, Class II-A-2 and Class II-A-3 Certificates, sequentially in that order, and (ii) the Class II-A-4 Certificates, until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class II-B-1 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-1 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 3. to the Class II-B-2 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-2 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 4. to the Class II-B-3 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-3 Principal Distribution Amount, until the

Distributions on the Certificates. (a) On each Distribution Date, an amount equal to the Interest Funds and Principal Funds with respect to Loan Group I for such Distribution Date shall be withdrawn by the Trustee from the Distribution Account to the extent of funds on deposit with respect to Loan Group I therein and distributed for such Distribution Date, in the following order of priority: First, from Interest Funds, from Loan Group I, on each Distribution Date on and after the Distribution Date in February April 2017, if applicable, to the Final Maturity Reserve Account, an amount equal to the Coupon Strip for such Distribution Date. Second, from Interest Funds, from Loan Group I, to pay any accrued and unpaid interest on the Class I-A, Class I-B and Class I-X Certificates in the following order of priority: 1. to each Class of Class I-A Certificates and Class I-X Certificates, the Current Interest and then any Interest Carry Forward Amount for each such Class, pro rata, based on the Current Interest and Interest Carry Forward Amount due to each such Class; 2. to the Class I-B-1, Class I-B-2, Class I-B-3, Class I-B-4, Class I-B-5, Class I-B-6, Class I-B-7, Class I-B-8 and Class I-B-9 Certificates, sequentially, in that order, the Current Interest for each such Class of Certificates; 3. any Excess Spread with respect to Loan Group I to the extent necessary to meet a level of overcollateralization equal to the Group I Overcollateralization Target Amount will be the Extra Principal Distribution Amount with respect to Loan Group I and will be included as part of the Group I Principal Distribution Amount and distributed in accordance with Third (A) and (B) below; and 4. any remaining Excess Spread with respect to Loan Group I will be the Remaining Excess Spread with respect to Loan Group I and will be applied, together with the Group I Overcollateralization Release Amount, as Excess Cashflow for Loan Group I pursuant to clauses Fourth through Eighteenth below. Third, to pay as principal on the Class I-A Certificates and Class I-B Certificates, in the following order of priority: (A) For each Distribution Date (i) prior to the related Stepdown Date or (ii) on which a Group I Trigger Event is in effect, the Group I Principal Distribution Amount for such Distribution Date will be distributed as follows: 1. to each Class of Class I-A Certificates on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero;; 133 2. to the Class I-B-1 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 3. to the Class I-B-2 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 4. to the Class I-B-3 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 5. to the Class I-B-4 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 6. to the Class I-B-5 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 7. to the Class I-B-6 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 8. to the Class I-B-7 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 9. to the Class I-B-8 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; and 10. to the Class I-B-9 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero. (B) For each Distribution Date on or after the related Stepdown Date, so long as a Group I Trigger Event is not in effect, the Group I Principal Distribution Amount for such Distribution Date will be distributed as follows: 1. to the Class I-A Certificates, from the Group I Principal Distribution Amount, an amount equal to the Class I-A Principal Distribution Amount will be distributed to each Class of Class I-A Certificates on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class I-B-1 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-1 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 3. to the Class I-B-2 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-2 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 4. to the Class I-B-3 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-3 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero;; 134 5. to the Class I-B-4 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-4 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 6. to the Class I-B-5 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-5 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 7. to the Class I-B-6 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-6 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 8. to the Class I-B-7 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-7 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 9. to the Class I-B-8 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-8 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; and 10. to the Class I-B-9 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-9 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero. Fourth, from any Excess Cashflow with respect to Loan Group I, to the Class I-A Certificates, pro rata in accordance with the respective amounts owed to each such Class, an amount equal to (a) any remaining Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Fifth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-1 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Sixth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-2 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Seventh, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-3 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Eighth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-4 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Ninth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-5 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; 135 Tenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-6 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Eleventh, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-7 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Twelfth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-8 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Thirteenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-9 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Fourteenth, from amounts in the Adjustable Rate Supplemental Fund with respect to Loan Group I (only with respect to the initial Distribution Date as described herein) and from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-A Certificates, any Basis Risk Shortfall or any Basis Risk Shortfall Carry-forward Carry Forward Amount (as applicable) for each such Class for such Distribution Date, pro rata, based on the Basis Risk Shortfall or Basis Risk Shortfall Carry-forward Carry Forward Amount (as applicable) owed to each such Class; Fifteenth, from amounts in the Adjustable Rate Supplemental Fund with respect to Loan Group I (only with respect to the initial Distribution Date as described herein) and from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-1, Class I-B-2, Class I-B-3, Class I-B-4, Class I-B-5, Class I-B-6, Class I-B-7, Class I-B-8 and Class I-B-9 Certificates, sequentially, in that order, any Basis Risk Shortfall or any Basis Risk Shortfall Carry-forward Amount (as applicable)Carry Forward Amount, in each case for such Class for such Distribution Date; Sixteenth, if the Adjustable Rate Supplemental Fund has not been terminated pursuant to Section 4.05, to the Adjustable Rate Supplemental Fund, the lesser of (A) any remaining amounts, and (B) the amount which, when added to amounts on deposit in the Adjustable Rate Supplemental Fund, would equal $25,000 with respect to Loan Group I; Seventeenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-IO Certificates, the Class I-B-IO Distribution Amount for such Distribution Date, and Eighteenth, any remaining amounts with respect to Loan Group I to the Residual Certificates. If on the initial Distribution Date, the amounts payable to the Class I-A Certificates and the Class I-B Certificates in respect of the related Interest Funds for such Distribution Date is reduced due to the application of the related Net Rate Cap, the Trustee shall transfer from amounts on deposit in the Adjustable Rate Supplemental Fund for Loan Group I for distribution to the applicable Class or Classes of Group I Certificates on such Distribution Date, an amount equal to the lesser of (i) the amount on deposit in the Adjustable Rate Supplemental Fund for Loan Group I, and (ii) the amount of such applicable shortfall. All payments of amounts in respect of Basis Risk Shortfall or Basis Risk Shortfall Carry Forward Amounts made pursuant to the provisions of this paragraph (a) (including amounts paid from the Adjustable Rate Supplemental Fund) shall, for federal income tax purposes, be deemed to have been distributed from REMIC III IV to the holder of the Class I-B-IO Certificates and then paid outside of any 2007-AR1 AR3 REMIC to the recipients thereof pursuant to an interest rate cap contract. By accepting their Certificates the holders of the Certificates agree so to treat such payments for purposes of filing their income tax returns. For federal income tax purposes, payment of any interest accrued at a Pass-Through Rate in excess of the Modified Net Rate Cap, to the Class I-A Certificates and Class I-B Certificates shall be treated as paid outside of any 2007-AR1 AR3 REMIC and shall not be part of the entitlement of the REMIC III IV Regular Interest the ownership of which is represented by such Class of Certificates receiving such payment. (b) On each Distribution Date, an amount equal to the Interest Funds and Principal Funds with respect to Loan Group II for such Distribution Date shall be withdrawn by the Trustee from the Distribution Account to the extent of funds on deposit with respect to Loan Group II therein and distributed for such Distribution Date, in the following order of priority: First, from Interest Funds with respect to Loan Group II, to pay any accrued and unpaid interest on the Class II-A Certificates and the Class II-B Certificates in the following order of priority: 1. to pay interest on the Class II-A Certificates in the following order of priority: a. from Interest Funds with respect to Sub-Loan Group II-1, to each Class of Class II-A II-1A Certificates, the Current Interest and then any Interest Carry Forward Amount for each such Class, pro rata, based on the Current Interest and Interest Carry Forward Amount due to each such Class; and b. from Interest Funds with respect to Sub-Loan Group II-2, to the Class II-2A-1 Certificates, the Current Interest and then any Interest Carry Forward Amount for such Class; (i) to the extent that Interest Funds with respect to Sub-Loan Group II-1 are insufficient to pay the Current Interest and any Interest Carry Forward Amount with respect to any Class of the Class II-1A Certificates on such Distribution Date, any Interest Funds with respect to Sub-Loan Group II-2 remaining after the payments described in paragraph (b) above shall be paid to each Class of the Class II-1A Certificates to cover any such deficiency for each such Class, pro rata, based on the unpaid Current Interest and Interest Carry Forward Amount due to each such Class; or (ii) to the extent that Interest Funds with respect to Sub-Loan Group II-2 are insufficient to pay the Current Interest and any Interest Carry Forward Amount with respect to the Class II-2A-1 Certificates on such Distribution Date, any Interest Funds with respect to Sub-Loan Group II-1 remaining after the payments described in paragraph (a) above shall be paid to the Class II-2A-1 Certificates to cover any such deficiency; 137 2. any remaining Interest Funds with respect to both Sub-Loan Groups will be included as part of the Interest Funds with respect to Loan Group II to pay interest on the Class II-B Certificates in the following order of priority: a. to the Class II-B-1, Class II-B-2, Class II-B-3, Class II-B-4 B-4, Class II-B-5 and Class II-B-5 B-6 Certificates, sequentially, in that order, the Current Interest for each such Class of Certificates; 3. b. any Excess Spread with respect to Loan Group II to the extent necessary to meet a level of overcollateralization equal to the Group II Overcollateralization Target Amount will be the Extra Principal Distribution Amount with respect to Loan Group II and will be included as part of the Group II Principal Distribution Amount and distributed in accordance with Second (A) and (B) below; and 4. c. any remaining Excess Spread with respect to Loan Group II will be the Remaining Excess Spread with respect to Loan Group II and will be applied, together with the Group II Overcollateralization Release AmountAmount with respect to Loan Group II, as Excess Cashflow for Loan Group II pursuant to clauses Third through Fourteenth below. Second, to pay as principal on the Class II-A Certificates and Class II-B Certificates, in the following order of priority: (A) For each Distribution Date (i) prior to the related Stepdown Date or (ii) on which a Group II Trigger Event is in effect, from the Group II Principal Distribution Amount for such Distribution Date: 1. to each Class of Class II-A Certificates, concurrently to (i) the Class II-A-1II-1A-1, Class II-A-2 II-1A-2 and Class II-A-3 II-1A-3 Certificates, sequentially in that orderpro rata, and (ii) the Class II-A-4 II-2A-1 Certificates, until the Current Principal Amount of each such Class is reduced to zero; 2. to a. if, following the Class IIpayment of the Sub-B-1 Certificates, any remaining Group II II-1 Principal Distribution Amount until pursuant to paragraph 1 above, the aggregate Current Principal Amount of the Class II-1A Certificates is reduced to zero and the Current Principal Amount thereof of the Class II-2A-1 Certificates after taking into account the Sub-Group II-2 Principal Distribution Amount is reduced to greater than zero; 3. , then any such remaining amount of the Sub-Group II-1 Principal Distribution Amount shall be distributed to the Class II-B-2 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 4. to the Class II-B-3 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 5. to the Class II-B-4 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; and 6. to the Class II-B-5 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero. (B) For each Distribution Date on or after the related Stepdown Date, so long as a Group II Trigger Event is not in effect, the Group II Principal Distribution Amount with respect to Loan Group II for such Distribution Date will be distributed as follows: 1. to the Class II-A Certificates, from the Group II Principal Distribution Amount, an amount equal to the Class II-A Principal Distribution Amount will be distributed to each Class of Class II-A Certificates, concurrently to (i) the Class II-A-1, Class II-A-2 and Class II-A-3 Certificates, sequentially in that order, and (ii) the Class II-A-4 Certificates, II-2A-1 Certificates until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class II-B-1 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-1 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 3. to the Class II-B-2 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-2 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 4. to the Class II-B-3 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-3 Principal Distribution Amount, until theredu

Distributions on the Certificates. (a) On each Distribution Date, an amount equal to the Interest Funds and Principal Funds with respect to Loan Group I for such Distribution Date shall be withdrawn by the Trustee from the Distribution Account to the extent of funds on deposit with respect to Loan Group I therein and distributed as directed in accordance with distribution instructions provided to it by the Securities Administrator for such Distribution Date, in the following order of priority: First, from Interest FundsFunds will be distributed, from Loan Group I, on each Distribution Date on and after the Distribution Date in February 2017, if applicable, to the Final Maturity Reserve Account, an amount equal to the Coupon Strip for such Distribution Date. Second, from Interest Funds, from Loan Group I, to pay any accrued and unpaid interest on the Class I-A, Class I-B and Class I-X Certificates in the following manner and order of priority: 1. From Interest Funds in respect of: (a) Loan Group I, to each Class of the Class I-A Certificates Certificates, the Current Interest and then any Interest Carry Forward Amount for such Class; (b) Loan Group II, to the Class III-X A Certificates, the Current Interest and then any Interest Carry Forward Amount for each such Class, pro rata, based on the Current Interest and Interest Carry Forward Amount due each such Class; (c) Loan Group III, to each the Class III-A Certificates, the Current Interest and then any Interest Carry Forward Amount for such Class; 2. From remaining Interest Funds in respect of: (a) Loan Group I, to each Class of Class II-A Certificates and the Class III-A Certificates, the Current Interest and any Interest Carry Forward Amount for each such Class to the extent not paid in clauses 1(b) and 1(c) above, pro rata based on the remaining amounts owed to such Classes; (b) Loan Group II, to the Class I-B-1A Certificates and the Class III-A Certificates, the Current Interest and any Interest Carry Forward Amount for each such Class to the extent not paid in clauses 1(a) and 1(c) above, pro rata based on the remaining amounts owed to such Classes; (c) Loan Group III, to the Class I-B-2A Certificates and each Class of Class II-A Certificates, the Current Interest and any Interest Carry Forward Amount for each such Class to the extent not paid in clauses 1(a) and 1(b) above, pro rata based on the remaining amounts owed to such Classes; 3. From remaining Interest Funds in respect of all Loan Groups, to the Class M-1, the Class M-2, Class I-B-3, Class I-B-4, Class I-B-5, Class I-B-6, Class I-B-7, Class I-B-8 B-1 and Class I-B-9 B-2 Certificates, sequentially, in that order, the Current Interest for each such Class of CertificatesClass; 34. any Any Excess Spread with respect to Loan Group I Spread, to the extent necessary to meet a level of overcollateralization cause the Overcollateralization Amount to equal to the Group I Overcollateralization Target Amount Amount, will be the Extra Principal Distribution Amount with respect to Loan Group I and will be included as part of the Group I Principal Distribution Amount and distributed in accordance with Third second (A) and (B) below; and 45. any remaining Any Remaining Excess Spread will be applied as Excess Cashflow pursuant to clauses Third through Twelfth below. On any Distribution Date, any shortfalls resulting from the application of the Relief Act and any Prepayment Interest Shortfalls to the extent not covered by Compensating Interest Payments will be allocated as set forth in the definition of Current Interest herein. On any Distribution Date, the Group II Senior Percentage of any Deferred Interest on a Group II Loan with respect to Loan Group I the related Due Period will be allocated to the Remaining Excess Spread Class II-A Certificates on a pro rata basis in accordance with respect to Loan Group I their respective Certificate Principal Balances, and the remainder of such Deferred Interest will be appliedallocated to the Class M-1 Certificates, together the Class M-2 Certificates, the Class B-1 Certificates and the Class B-2 Certificates, on a pro rata basis, in accordance with the Group I Overcollateralization Release Amount, as Excess Cashflow for Loan Group I pursuant to clauses Fourth through Eighteenth belowtheir respective Certificate Principal Balances. ThirdSecond, to pay as principal on the Class I-A Certificates and Class I-B Certificatesentitled to payments of principal, in the following order of priority: (A) For each Distribution Date (i) prior to the related Stepdown Date or (ii) on which a Group I Trigger Event is in effect, from the Principal Funds and the Extra Principal Distribution Amount for such Distribution Date: (a) To the Class I-A Certificates, an amount equal to the Group I Principal Distribution Amount for such Distribution Date will be distributed as follows:until the Certificate Principal Balance thereof is reduced to zero; 1. to each (b) To the Class of Class III-A Certificates on a Certificates, an amount equal to the Group II Principal Distribution Amount will be distributed pro rata basis between (i) the Class II-A-1 Certificates until the Current Certificate Principal Amount Balance thereof is reduced to zero; and (ii) the Class II-A-2 Certificates and the Class III-A-3 Certificates, sequentially, in that order, in each case until the Certificate Principal Balance of each such Class has been reduced to zero; and (c) To the Class III-A Certificates, an amount equal to the Group III Principal Distribution Amount will be distributed until the Certificate Principal Balance thereof is reduced to zero; 2. to To the Class I-B-1 M-1 Certificates, any remaining Group I Principal Distribution Amount until the Current Certificate Principal Amount Balance thereof is reduced to zero; 3. to To the Class I-B-2 M-2 Certificates, any remaining Group I Principal Distribution Amount until the Current Certificate Principal Amount Balance thereof is reduced to zero; 4. to To the Class I-B-3 B-1 Certificates, any remaining Group I Principal Distribution Amount until the Current Certificate Principal Amount thereof is reduced to zero; 5. to the Class I-B-4 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 6. to the Class I-B-5 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 7. to the Class I-B-6 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 8. to the Class I-B-7 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 9. to the Class I-B-8 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount Balance thereof is reduced to zero; and 105. to To the Class I-B-9 B-2 Certificates, any remaining Group I Principal Distribution Amount until the Current Certificate Principal Amount Balance thereof is reduced to zero.; (B) For each Distribution Date on or after the related Stepdown Date, so long as a Group I Trigger Event is not in effect, from the Group I Principal Funds and the Extra Principal Distribution Amount for such Distribution Date will be distributed as followsDate: 1. to (a) To the Class I-A Certificates, from the Group I Principal Distribution Amount, an amount equal to the Class I-A Principal Distribution Amount will be distributed distributed, until the Certificate Principal Balance thereof is reduced to each zero; (b) To the Class of Class III-A Certificates on a Certificates, an amount equal to the Class II-A Principal Distribution Amount will be distributed pro rata basis between: (i) the Class II-A-1 Certificates until the Current Certificate Principal Amount Balance thereof is reduced to zero; and (ii) the Class II-A-2 Certificates and the Class II-A-3 Certificates, sequentially, in that order, in each case until the Certificate Principal Balance of each such Class has been reduced to zero; and (c) To the Class III-A Certificates, an amount equal to the Class III-A Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; 2. to To the Class I-B-1 M-1 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-1 M-1 Principal Distribution Amount, until the Current Certificate Principal Amount Balance thereof is reduced to zero; 3. to To the Class I-B-2 M-2 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-2 M-2 Principal Distribution Amount, until the Current Certificate Principal Amount Balance thereof is reduced to zero; 4. to To the Class I-B-3 B-1 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-3 B-1 Principal Distribution Amount, until the Current Certificate Principal Amount thereof is reduced to zero; 5. to the Class I-B-4 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-4 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 6. to the Class I-B-5 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-5 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 7. to the Class I-B-6 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-6 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 8. to the Class I-B-7 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-7 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 9. to the Class I-B-8 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-8 Principal Distribution Amount, until the Current Principal Amount Balance thereof is reduced to zero; and 105. to To the Class I-B-9 B-2 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-9 B-2 Principal Distribution Amount, until the Current Certificate Principal Amount Balance thereof is reduced to zero. FourthNotwithstanding the provisions of clauses Second (A) and (B) above, if on any Distribution Date the Certificates in a Certificate Group are no longer outstanding, the portion of the Principal Distribution Amount or the related Class A Principal Distribution Amount, as applicable, otherwise allocable to such Certificate Group will be allocated among the other Certificate Groups, pro rata, based on the respective aggregate Certificate Balances of the Certificate Groups, after giving effect to the distributions described in clauses Second (A) and (B) above, and will be distributed among the certificates in each Certificate Group in the manner set forth in clauses Second (A) or (B) above, as applicable, until the Certificate Principal Balance of each such Class is reduced to zero. Third, from any remaining Excess Cashflow with respect to Loan Group ICashflow, the following amounts to the Class I-A A, Certificates, pro rata in accordance with among the respective amounts owed to each such Class, an Classes based on the amount equal to due: (a) any remaining Interest Carry Forward Amount, Amount to the extent not paid pursuant to clause First 1 and 2 above and then (b) any Unpaid Realized Loss Amount, in each case for such Class for such Distribution Date; Fourth, from any remaining Excess Cashflow, the following amounts to the Class M-1 Certificates: (a) any Interest Carry Forward Amount and then (b) any Unpaid Realized Loss Amount, in each case for such Class for such Distribution Date; Fifth, from any remaining Excess Cashflow with respect to Loan Group ICashflow, the following amounts to the Class I-B-1 M-2 Certificates, an amount equal to : (a) any Interest Carry Forward Amount, Amount and then (b) any Unpaid Realized Loss Amount Amount, in each case for such Class for such Distribution Date; Sixth, from any remaining Excess Cashflow with respect to Loan Group ICashflow, the following amounts to the Class I-B-2 B-1 Certificates, an amount equal to : (a) any Interest Carry Forward Amount, Amount and then (b) any Unpaid Realized Loss Amount Amount, in each case for such Class for such Distribution Date; Seventh, from any remaining Excess Cashflow with respect to Loan Group ICashflow, to the Class I-B-3 B-2 Certificates, an amount equal to : (a) any Interest Carry Forward Amount, Amount and then (b) any Unpaid Realized Loss Amount Amount, in each case for such Class for such Distribution Date; Eighth, from any remaining Excess Cashflow with respect to Loan Group ICashflow, to the each Class I-B-4 of Class A Certificates, an amount equal to (a) any Interest Carry Forward Amount, Basis Risk Shortfall and then (b) any Unpaid Realized Loss Basis Risk Shortfall Carryforward Amount for each such Class for such Distribution Date, pro rata based on the Basis Risk Shortfall and Basis Risk Shortfall Carryforward Amount owed to such Class; Ninth, from any remaining Excess Cashflow with respect to Loan Group ICashflow, to the Class I-B-5 M-1, Class M-2, Class B-1 and Class B-2 Certificates, an amount equal to (a) in that order, any Interest Carry Forward Basis Risk Shortfall and any Basis Risk Shortfall Carryforward Amount, and then (b) any Unpaid Realized Loss Amount in each case for such Class for such Distribution Date; Tenth, from any remaining Excess Cashflow with respect to Loan Group ICashflow, to the Class IB-B-6 IO Certificates, an amount equal to (a) any Interest Carry Forward the Class B-IO Distribution Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Eleventh, from any remaining Excess Cashflow with respect to Loan Group ICashflow, to the Class I-B-7 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Twelfth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-8 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Thirteenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-9 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Fourteenth, from amounts in the Adjustable Rate Supplemental Fund with respect to Loan Group I (only with respect to the initial Distribution Date as described herein) and from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-A Certificates, any Basis Risk Shortfall or any Basis Risk Shortfall Carry-forward Amount (as applicable) for each such Class for such Distribution Date, pro rata, based on the Basis Risk Shortfall or Basis Risk Shortfall Carry-forward Amount (as applicable) owed to each such Class; Fifteenth, from amounts in the Adjustable Rate Supplemental Fund with respect to Loan Group I (only with respect to the initial Distribution Date as described herein) and from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-1, Class I-B-2, Class I-B-3, Class I-B-4, Class I-B-5, Class I-B-6, Class I-B-7, Class I-B-8 and Class I-B-9 Certificates, sequentially, in that order, any Basis Risk Shortfall or any Basis Risk Shortfall Carry-forward Amount (as applicable), in each case for such Class for such Distribution Date; Sixteenth, if the Adjustable Rate Supplemental Fund has not been terminated pursuant to Section 4.05, to the Adjustable Rate Supplemental Fund, the lesser of (A) any remaining amounts, and (B) the amount which, when added to amounts on deposit in the Adjustable Rate Supplemental Fund, would equal $25,000 with respect to Loan Group I; Seventeenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-IO Certificates, the any unreimbursed Class I-B-IO Distribution Amount for such Distribution Date, Advanced Amounts; and EighteenthTwelfth, any remaining amounts with respect to Loan Group I to the Residual Certificates. If on the initial Distribution Date, the amounts payable to the Class I-A Certificates and the Class I-B Certificates in respect of the related Interest Funds for such Distribution Date is reduced due to the application of the related Net Rate Cap, the Trustee shall transfer from amounts on deposit in the Adjustable Rate Supplemental Fund for Loan Group I for distribution to the applicable Class or Classes of Group I Certificates on such Distribution Date, an amount equal to the lesser of (i) the amount on deposit in the Adjustable Rate Supplemental Fund for Loan Group I, and (ii) the amount of such applicable shortfall. All payments of amounts in respect of Basis Risk Shortfall or Basis Risk Shortfall Carry Forward Amounts Carryforward Amount made pursuant to the provisions of this paragraph (a) (including amounts paid from the Adjustable Rate Supplemental Fund) shall, for federal income tax purposes, be deemed to have been distributed from REMIC III to the holder of the Class I-B-IO Certificates and then paid outside of any 20072004-AR1 6 REMIC to the recipients thereof pursuant to an interest rate cap contract. By accepting their Certificates the holders of the Certificates agree so to treat such payments for purposes of filing their income tax returns. For federal income tax purposes, payment of any interest accrued at a Pass-Through Rate in excess of the Modified Net Rate Cap, to the Class I-A Certificates and Class I-B Certificates shall be treated as paid outside of any 2007-AR1 REMIC and shall not be part of the entitlement of the REMIC III Regular Interest the ownership of which is represented by such Class of Certificates receiving such payment. (b) On each Distribution Date, an amount equal to the Interest Funds and Principal Funds related Cap Contract Payment Amount with respect to Loan Group II for such Distribution Payment Date shall be withdrawn by the Trustee from the Distribution Account to the extent of funds on deposit with respect to Loan Group II therein and distributed for such Distribution Date, in the following order of priority: First, from Interest Funds with respect in each case to Loan Group IIthe extent of amounts available: (i) first, to pay any accrued and unpaid interest on the Class II-A Certificates and holders of the Class II-B Certificates in the following order of priority: 1. to each related Class of Class II-A Certificates, the Current Interest and then payment of any Interest Basis Risk Shortfall or Basis Risk Shortfall Carry Forward Amount for each such ClassDistribution Date, pro ratato the extent not covered by Excess Cashflow for such Distribution Date; (ii) second, based on from any remaining amounts, the payment of an amount equal to any Current Interest and Interest Carry Forward Amount due for the related Class of Certificates to each the extent not covered by Interest Funds or Excess Cashflow on such ClassDistribution Date; 2. (iii) third, from any remaining amounts, available from the Cap Contracts relating to the Class III-B-1, Class II-B-2, Class II-B-3, Class II-B-4 A Certificates and Class IIIII-B-5 A Certificates, sequentiallyto the Class M-1, the Class M-2, the Class B-1 and the Class B-2 Certificates, in that order, the Current Interest for each such Class of Certificates; 3. any Excess Spread with respect to Loan Group II to the extent necessary to meet a level of overcollateralization equal to the Group II Overcollateralization Target Amount will be the Extra Principal Distribution Amount with respect to Loan Group II and will be included as part of the Group II Principal Distribution Amount and distributed in accordance with Second (A) and (B) below; and 4. any remaining Excess Spread with respect to Loan Group II will be the Remaining Excess Spread with respect to Loan Group II and will be applied, together with the Group II Overcollateralization Release Amount, as Excess Cashflow not paid pursuant to clauses Third through Fourteenth below. Second, to pay as principal on the Class II-A Certificates and Class II-B Certificates, in the following order of priority: (A) For each Distribution Date (i) prior to the related Stepdown Date or (ii) on which a Group II Trigger Event is in effect, from the Group II Principal Distribution Amount for such Distribution Date:above; and 1. to each Class of Class II-A Certificates, concurrently to (iiv) the Class II-A-1, Class II-A-2 and Class II-A-3 Certificates, sequentially in that order, and (ii) the Class II-A-4 Certificates, until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class IIB-B-1 IO Certificates, any remaining Group II Principal amount. All Cap Contract Payment Amounts made with respect to Current Interest and Interest Carry Forward Amounts will be treated, for federal income tax purposes, as reimbursable advances ("Class B-IO Advances") made from the holder of the Class B-IO Certificates. Such Class B-IO Advances will be paid back to the holder of the Class B-IO Certificate pursuant to Section 6.01(a). (c) On each Distribution Amount until Date, all amounts representing Prepayment Charges in respect of the Current Principal Amount thereof is reduced to zero; 3. Prepayment Charge Loans received during the related Prepayment Period will be withdrawn from the Distribution Account and distributed by the Trustee to the Class II-B-2 XP Certificates and shall not be available for distribution to the holders of any other Class of Certificates. The payment of such Prepayment Charges shall not reduce the Certificate Principal Balance of the Class XP Certificates. In addition, any remaining Group II Principal as provided in Section 4.07 hereof, on the Distribution Amount until Date immediately following the Current Principal Amount thereof Prepayment Period in which the last Prepayment Charge is reduced to zero; 4. collectible on the Prepayment Charge Loans, which Prepayment Period is the month of May 2010, the Trustee shall distribute the amount on deposit in the Class XP Reserve Account to the Class II-B-3 Certificates, any remaining Group II XP Certificates in reduction of the Certificate Principal Distribution Amount Balance thereof until the Current Certificate Principal Amount thereof is reduced to zero; 5. to the Class II-B-4 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; and 6. to the Class II-B-5 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount Balance thereof is reduced to zero. (Bd) For The expenses and fees of the Trust shall be paid by each Distribution Date on or after of the related Stepdown Date2004-6 REMICs, so long as a Group II Trigger Event is not in effect, the Group II Principal Distribution Amount with respect to Loan Group II for such Distribution Date will be distributed as follows: 1. to the Class II-A Certificates, from the Group II Principal Distribution Amount, an amount equal extent that such expenses relate to the Class IIassets of each of such respective 2004-A Principal Distribution Amount will be distributed to each Class of Class II-A Certificates, concurrently to (i) the Class II-A-1, Class II-A-2 and Class II-A-3 Certificates, sequentially in that order6 REMICs, and (ii) all other expenses and fees of the Class IITrust shall be paid pro rata by each of the 2004-A-4 Certificates, until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class II-B-1 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-1 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 3. to the Class II-B-2 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-2 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 4. to the Class II-B-3 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-3 Principal Distribution Amount, until the6 REMICs.

Distributions on the Certificates. (a) On each Distribution Date, an amount equal to the Interest Funds and Principal Funds with respect to Loan Group I for such Distribution Date shall be withdrawn by the Trustee from shall withdraw funds on deposit in the Distribution Account and make distributions to the extent of funds on deposit Certificates as directed in accordance with respect to Loan Group I therein and distributed the related Remittance Report for such Distribution Date, in the following order of priority: First, from Interest Funds, from Loan Group I, on : (i) On each Distribution Date on and after Date, the Distribution Date in February 2017, if applicable, to the Final Maturity Reserve Account, an amount equal to the Coupon Strip Interest Remittance Amount for such Distribution Date. Second, from Interest Funds, from Loan Group I, to pay any accrued and unpaid interest on the Class I-A, Class I-B and Class I-X Certificates in the following order of priority: 1. to each Class of Class I-A Certificates and Class I-X Certificates, the Current Interest and then any Interest Carry Forward Amount for each such Class, pro rata, based on the Current Interest and Interest Carry Forward Amount due to each such Class; 2. to the Class I-B-1, Class I-B-2, Class I-B-3, Class I-B-4, Class I-B-5, Class I-B-6, Class I-B-7, Class I-B-8 and Class I-B-9 Certificates, sequentially, in that order, the Current Interest for each such Class of Certificates; 3. any Excess Spread with respect to Loan Group I to the extent necessary to meet a level of overcollateralization equal to the Group I Overcollateralization Target Amount Date will be the Extra Principal Distribution Amount with respect to Loan Group I and will be included as part of the Group I Principal Distribution Amount and distributed in accordance with Third (A) and (B) below; and 4. any remaining Excess Spread with respect to Loan Group I will be the Remaining Excess Spread with respect to Loan Group I and will be applied, together with the Group I Overcollateralization Release Amount, as Excess Cashflow for Loan Group I pursuant to clauses Fourth through Eighteenth below. Third, to pay as principal on the Class I-A Certificates and Class I-B Certificates, paid in the following order of priority: (A1) For each from the Interest Remittance Amount for Loan Group I, Loan Group II and Loan Group III, to the Senior Certificates, pro rata based on amounts due, Current Interest and any Carryforward Interest for such Class and such Distribution Date Date, applied in accordance with the last paragraph of this clause (i); (2) prior first, from the Interest Remittance Amount for Loan Group III, then from the Interest Remittance Amount for Loan Group II and then from the Interest Remittance Amount for Loan Group I, to the related Stepdown Date or Class M-1 Certificates, Current Interest and Carryforward Interest for such Class and Distribution Date; (ii3) on which a first, from the Interest Remittance Amount for Loan Group I Trigger Event is in effectIII, then from the Interest Remittance Amount for Loan Group I Principal II and then from the Interest Remittance Amount for Loan Group I, to the Class M-2 Certificates, Current Interest and Carryforward Interest for such Class and Distribution Date; (4) first, from the Interest Remittance Amount for Loan Group III, then from the Interest Remittance Amount for Loan Group II and then from the Interest Remittance Amount for Loan Group I, to the Class M-3 Certificates, Current Interest and Carryforward Interest for such Class and Distribution Date; (5) first, from the Interest Remittance Amount for Loan Group III, then from the Interest Remittance Amount for Loan Group II and then from the Interest Remittance Amount for Loan Group I, to the Class M-4 Certificates, Current Interest and Carryforward Interest for such Class and Distribution Date; and (6) for application as part of Monthly Excess Cashflow for such Distribution Date Date, any Monthly Excess Interest for such Distribution Date. (a) the Interest Remittance Amount for Loan Group I will be distributed as follows: 1. to each Class in the following order of Class I-A Certificates on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class I-B-1 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 3. to the Class I-B-2 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 4. to the Class I-B-3 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 5. to the Class I-B-4 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 6. to the Class I-B-5 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 7. to the Class I-B-6 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 8. to the Class I-B-7 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 9. to the Class I-B-8 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; and 10. to the Class I-B-9 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero. priority: (Bx) For each Distribution Date on or after the related Stepdown Date, so long as a Group I Trigger Event is not in effect, the Group I Principal Distribution Amount for such Distribution Date will be distributed as follows: 1. to the Class I-A Certificates, from the Group I Principal Distribution Amount, an amount equal to the Class I-A Principal Distribution Amount will be distributed to each Class of Class I-A Certificates on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class I-B-1 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-1 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 3. to the Class I-B-2 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-2 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 4. to the Class I-B-3 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-3 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 5. to the Class I-B-4 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-4 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 6. to the Class I-B-5 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-5 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 7. to the Class I-B-6 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-6 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 8. to the Class I-B-7 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-7 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 9. to the Class I-B-8 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-8 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; and 10. to the Class I-B-9 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-9 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero. Fourth, from any Excess Cashflow with respect to Loan Group Ifirst, to the Class I-A Certificates, pro rata in accordance with the respective amounts owed to each such Class, an amount equal to (a) Current Interest and any remaining Carryforward Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Fifthand then (y) concurrently, from any remaining Excess Cashflow with respect to (1) the Class II-A Certificates and (2) to the Class III-A-1, Class III-A-2 and Class III-A-3 Certificates, Current Interest and Carryforward Interest for each such Class for such Distribution Date, on a pro rata basis based on the entitlement of each such Class, after taking into account the distribution of the Interest Remittance Amount for Loan Group III and the Interest Remittance Amount for Loan Group 3 on such Distribution Date; (b) the Interest Remittance Amount for Loan Group II will be distributed in the following order of priority: (x) first, to the Class III-B-1 A Certificates, an amount equal to (a) Current Interest and any Carryforward Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Sixth, from any remaining Excess Cashflow with respect to Loan Group Iand then (y) concurrently, to (1) the Class I-B-2 A Certificates and (2) to the Class III-A-1, Class III-A-2 and Class III-A-3 Certificates, an amount equal to (a) any Current Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount Carryforward Interest for each such Class for such Distribution Date; Seventh, from any remaining Excess Cashflow with respect to on a pro rata basis based on the entitlement of each such Class, after taking into account the distribution of the Interest Remittance Amount for Loan Group II and the Interest Remittance Amount for Loan Group III on such distribution date; and (c) the Interest Remittance Amount for Loan Group III will be distributed in the following order of priority: (x) first, concurrently, to the Class IIII-B-3 A-1, Class III-A-2 and Class III-A-3 Certificates, an amount equal to (a) Current Interest and any Carryforward Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for each such Class for such Distribution Date, on a pro rata basis, based on the entitlement of each such Class; Eighth, from any remaining Excess Cashflow with respect to Loan Group Iand then (y) concurrently, to (1) the Class I-B-4 A Certificates and (2) to the Class II-A Certificates, an amount equal to (a) any Current Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount Carryforward Interest for each such Class for such Distribution Date; Ninth, from any remaining Excess Cashflow on a pro rata basis based on the entitlement of each such Class, after taking into account the distribution of the Interest Remittance Amount for Loan Group I and the Interest Remittance Amount for Loan Group II on such Distribution Date. (ii) The Principal Payment Amount will be paid on each Distribution Date as follows: I. On each Distribution Date (a) prior to the Stepdown Date or (b) with respect to Loan Group Iwhich a Trigger Event is in effect, to the Class I-B-5 Certificates, an amount equal to Principal Payment Amount will be paid in the following order of priority: (i) (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss from the Principal Remittance Amount for such Class for such Distribution Date; Tenth, derived from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-6 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Eleventh, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-7 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Twelfth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-8 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Thirteenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-9 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Fourteenth, from amounts in the Adjustable Rate Supplemental Fund with respect to Loan Group I (only with respect to the initial Distribution Date as described herein) and from any remaining Excess Cashflow with respect to Loan Group IMortgage Loans, to the Class I-A Certificates, any Basis Risk Shortfall or any Basis Risk Shortfall Carry-forward Amount (as applicable) for each such Class for such Distribution Date, pro rata, based on the Basis Risk Shortfall or Basis Risk Shortfall Carry-forward Amount (as applicable) owed to each such Class; Fifteenth, from amounts in the Adjustable Rate Supplemental Fund with respect to Loan Group I (only with respect to the initial Distribution Date as described herein) and from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-1, Class I-B-2, Class I-B-3, Class I-B-4, Class I-B-5, Class I-B-6, Class I-B-7, Class I-B-8 and Class I-B-9 Certificates, sequentially, in that order, any Basis Risk Shortfall or any Basis Risk Shortfall Carry-forward Amount (as applicable), in each case for such Class for such Distribution Date; Sixteenth, if the Adjustable Rate Supplemental Fund until its Certificate Principal Balance has not been terminated pursuant to Section 4.05, to the Adjustable Rate Supplemental Fund, the lesser of (A) any remaining amounts, and (B) the amount which, when added to amounts on deposit in the Adjustable Rate Supplemental Fund, would equal $25,000 with respect to Loan Group I; Seventeenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-IO Certificates, the Class I-B-IO Distribution Amount for such Distribution Date, and Eighteenth, any remaining amounts with respect to Loan Group I to the Residual Certificates. If on the initial Distribution Date, the amounts payable to the Class I-A Certificates and the Class I-B Certificates in respect of the related Interest Funds for such Distribution Date is reduced due to the application of the related Net Rate Cap, the Trustee shall transfer from amounts on deposit in the Adjustable Rate Supplemental Fund for Loan Group I for distribution to the applicable Class or Classes of Group I Certificates on such Distribution Date, an amount equal to the lesser of (i) the amount on deposit in the Adjustable Rate Supplemental Fund for Loan Group I, and (ii) the amount of such applicable shortfall. All payments of amounts in respect of Basis Risk Shortfall or Basis Risk Shortfall Carry Forward Amounts made pursuant to the provisions of this paragraph (a) (including amounts paid from the Adjustable Rate Supplemental Fund) shall, for federal income tax purposes, be deemed to have been distributed from REMIC III to the holder of the Class I-B-IO Certificates and then paid outside of any 2007-AR1 REMIC to the recipients thereof pursuant to an interest rate cap contract. By accepting their Certificates the holders of the Certificates agree so to treat such payments for purposes of filing their income tax returns. For federal income tax purposes, payment of any interest accrued at a Pass-Through Rate in excess of the Modified Net Rate Cap, to the Class I-A Certificates and Class I-B Certificates shall be treated as paid outside of any 2007-AR1 REMIC and shall not be part of the entitlement of the REMIC III Regular Interest the ownership of which is represented by such Class of Certificates receiving such payment. (b) On each Distribution Date, an amount equal to the Interest Funds and Principal Funds with respect to Loan Group II for such Distribution Date shall be withdrawn by the Trustee from the Distribution Account to the extent of funds on deposit with respect to Loan Group II therein and distributed for such Distribution Date, in the following order of priority: First, from Interest Funds with respect to Loan Group II, to pay any accrued and unpaid interest on the Class II-A Certificates and the Class II-B Certificates in the following order of priority: 1. to each Class of Class II-A Certificates, the Current Interest and then any Interest Carry Forward Amount for each such Class, pro rata, based on the Current Interest and Interest Carry Forward Amount due to each such Class; 2. to the Class II-B-1, Class II-B-2, Class II-B-3, Class II-B-4 and Class II-B-5 Certificates, sequentially, in that order, the Current Interest for each such Class of Certificates; 3. any Excess Spread with respect to Loan Group II to the extent necessary to meet a level of overcollateralization equal to the Group II Overcollateralization Target Amount will be the Extra Principal Distribution Amount with respect to Loan Group II and will be included as part of the Group II Principal Distribution Amount and distributed in accordance with Second (A) and (B) below; and 4. any remaining Excess Spread with respect to Loan Group II will be the Remaining Excess Spread with respect to Loan Group II and will be applied, together with the Group II Overcollateralization Release Amount, as Excess Cashflow pursuant to clauses Third through Fourteenth below. Second, to pay as principal on the Class II-A Certificates and Class II-B Certificates, in the following order of priority: (A) For each Distribution Date (i) prior to the related Stepdown Date or (ii) on which a Group II Trigger Event is in effect, from the Group II Principal Distribution Amount for such Distribution Date: 1. to each Class of Class II-A Certificates, concurrently to (i) the Class II-A-1, Class II-A-2 and Class II-A-3 Certificates, sequentially in that order, and (ii) the Class II-A-4 Certificates, until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class II-B-1 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 3. to the Class II-B-2 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 4. to the Class II-B-3 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 5. to the Class II-B-4 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; and 6. to the Class II-B-5 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero. (B) For each Distribution Date on or after the related Stepdown Date, so long as a Group II Trigger Event is not in effect, the Group II Principal Distribution Amount with respect to Loan Group II for such Distribution Date will be distributed as follows: 1. to the Class II-A Certificates, from the Group II Principal Distribution Amount, an amount equal to the Class II-A Principal Distribution Amount will be distributed to each Class of Class II-A Certificates, concurrently to (i) the Class II-A-1, Class II-A-2 and Class II-A-3 Certificates, sequentially in that order, and (ii) the Class II-A-4 Certificates, until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class II-B-1 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-1 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 3. to the Class II-B-2 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-2 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 4. to the Class II-B-3 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-3 Principal Distribution Amount, until the

Distributions on the Certificates. (a) On each Distribution Date, an amount equal to the Interest Funds and Principal Funds with respect to Loan Group I for such Distribution Date shall be withdrawn by the Trustee from shall withdraw funds on deposit in the Distribution Account and make distributions to the extent of funds on deposit Certificates as directed in accordance with respect to Loan Group I therein and distributed the related Remittance Report for such Distribution Date, in the following order of priority: First, from Interest Funds, from Loan Group I, on : (i) On each Distribution Date on and after Date, the Distribution Date in February 2017, if applicable, to the Final Maturity Reserve Account, an amount equal to the Coupon Strip Interest Remittance Amount for such Distribution Date. Second, from Interest Funds, from Loan Group I, to pay any accrued and unpaid interest on the Class I-A, Class I-B and Class I-X Certificates in the following order of priority: 1. to each Class of Class I-A Certificates and Class I-X Certificates, the Current Interest and then any Interest Carry Forward Amount for each such Class, pro rata, based on the Current Interest and Interest Carry Forward Amount due to each such Class; 2. to the Class I-B-1, Class I-B-2, Class I-B-3, Class I-B-4, Class I-B-5, Class I-B-6, Class I-B-7, Class I-B-8 and Class I-B-9 Certificates, sequentially, in that order, the Current Interest for each such Class of Certificates; 3. any Excess Spread with respect to Loan Group I to the extent necessary to meet a level of overcollateralization equal to the Group I Overcollateralization Target Amount Date will be the Extra Principal Distribution Amount with respect to Loan Group I and will be included as part of the Group I Principal Distribution Amount and distributed in accordance with Third (A) and (B) below; and 4. any remaining Excess Spread with respect to Loan Group I will be the Remaining Excess Spread with respect to Loan Group I and will be applied, together with the Group I Overcollateralization Release Amount, as Excess Cashflow for Loan Group I pursuant to clauses Fourth through Eighteenth below. Third, to pay as principal on the Class I-A Certificates and Class I-B Certificates, paid in the following order of priority: (A1) For each Distribution Date (i) prior from the Interest Remittance Amount for Loan Group I, Loan Group II and Loan Group III, to the related Stepdown Date or (ii) on which a Group I Trigger Event is in effectSenior Certificates, the Group I Principal Distribution Amount for such Distribution Date will be distributed as follows: 1. to each Class of Class I-A Certificates on a pro rata basis until the based on amounts due, Current Principal Amount of Interest and any Carryforward Interest for each such Class is reduced to zeroand such Distribution Date, applied in accordance with the last paragraph of this clause (i); (2. to the Class I-B-1 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 3. to the Class I-B-2 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 4. to the Class I-B-3 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 5. to the Class I-B-4 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 6. to the Class I-B-5 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 7. to the Class I-B-6 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 8. to the Class I-B-7 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 9. to the Class I-B-8 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; and 10. to the Class I-B-9 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero. (B) For each Distribution Date on or after the related Stepdown Date, so long as a Group I Trigger Event is not in effect, the Group I Principal Distribution Amount for such Distribution Date will be distributed as follows: 1. to the Class I-A Certificatesfirst, from the Interest Remittance Amount for Loan Group I Principal Distribution AmountIII, an amount equal to then from the Class I-A Principal Distribution Interest Remittance Amount will be distributed to each Class of Class I-A Certificates on a pro rata basis until for Loan Group II and then from the Current Principal Interest Remittance Amount of each such Class is reduced to zero; 2. to the Class I-B-1 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-1 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 3. to the Class I-B-2 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-2 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 4. to the Class I-B-3 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-3 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 5. to the Class I-B-4 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-4 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 6. to the Class I-B-5 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-5 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 7. to the Class I-B-6 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-6 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 8. to the Class I-B-7 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-7 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 9. to the Class I-B-8 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-8 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; and 10. to the Class I-B-9 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-9 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero. Fourth, from any Excess Cashflow with respect to for Loan Group I, to the Class I-A M-1 Certificates, pro rata in accordance with the respective amounts owed to each such Class, an amount equal to (a) any remaining Current Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount Carryforward Interest for such Class for such and Distribution Date; Fifth; (3) first, from any remaining Excess Cashflow with respect to the Interest Remittance Amount for Loan Group III, then from the Interest Remittance Amount for Loan Group II and then from the Interest Remittance Amount for Loan Group I, to the Class I-B-1 M-2 Certificates, an amount equal to (a) any Current Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount Carryforward Interest for such Class for such and Distribution Date; Sixth; (4) first, from any remaining Excess Cashflow with respect to the Interest Remittance Amount for Loan Group III, then from the Interest Remittance Amount for Loan Group II and then from the Interest Remittance Amount for Loan Group I, to the Class I-B-2 M-3 Certificates, an amount equal to (a) any Current Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount Carryforward Interest for such Class for such and Distribution Date; Seventh; (5) first, from any remaining Excess Cashflow with respect to the Interest Remittance Amount for Loan Group III, then from the Interest Remittance Amount for Loan Group II and then from the Interest Remittance Amount for Loan Group I, to the Class I-B-3 M-4 Certificates, an amount equal to (a) any Current Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount Carryforward Interest for such Class for such and Distribution Date; Eighth; (6) first, from any remaining Excess Cashflow with respect to the Interest Remittance Amount for Loan Group III, then from the Interest Remittance Amount for Loan Group II and then from the Interest Remittance Amount for Loan Group I, to the Class I-B-4 M-5 Certificates, an amount equal to (a) any Current Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount Carryforward Interest for such Class and Distribution Date; and (7) for application as part of Monthly Excess Cashflow for such Distribution Date; Ninth, from any remaining Monthly Excess Cashflow with respect to Interest for such Distribution Date. (a) the Interest Remittance Amount for Loan Group II will be distributed in the following order of priority: (x) first, concurrently to the Class I-B-5 Certificates, an amount equal to (a) any Interest Carry Forward Amount, A-1 Certificates and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Tenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-6 A-2 Certificates, an amount equal to (a) Current Interest and any Carryforward Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Eleventh, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-7 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Twelfth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-8 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Thirteenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-9 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Fourteenth, from amounts in the Adjustable Rate Supplemental Fund with respect to Loan Group I (only with respect to the initial Distribution Date as described herein) and from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-A Certificates, any Basis Risk Shortfall or any Basis Risk Shortfall Carry-forward Amount (as applicable) for each such Class for such Distribution Date, Date on a pro rata, rata basis based on the Basis Risk Shortfall or Basis Risk Shortfall Carry-forward Amount (as applicable) owed to entitlement of each such Class; Fifteenth, from amounts in the Adjustable Rate Supplemental Fund with respect to Loan Group I and then (only with respect to the initial Distribution Date as described hereiny) and from any remaining Excess Cashflow with respect to Loan Group Iconcurrently, to the Class I-B-1, Class I-B-2, Class I-B-3, Class I-B-4, Class I-B-5, Class I-B-6, Class I-B-7, Class I-B-8 and Class I-B-9 Certificates, sequentially, in that order, any Basis Risk Shortfall or any Basis Risk Shortfall Carry-forward Amount (as applicable), in each case for such Class for such Distribution Date; Sixteenth, if the Adjustable Rate Supplemental Fund has not been terminated pursuant to Section 4.05, to the Adjustable Rate Supplemental Fund, the lesser of (A) any remaining amounts, and (B) the amount which, when added to amounts on deposit in the Adjustable Rate Supplemental Fund, would equal $25,000 with respect to Loan Group I; Seventeenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-IO Certificates, the Class I-B-IO Distribution Amount for such Distribution Date, and Eighteenth, any remaining amounts with respect to Loan Group I to the Residual Certificates. If on the initial Distribution Date, the amounts payable to the Class I-A Certificates and the Class I-B Certificates in respect of the related Interest Funds for such Distribution Date is reduced due to the application of the related Net Rate Cap, the Trustee shall transfer from amounts on deposit in the Adjustable Rate Supplemental Fund for Loan Group I for distribution to the applicable Class or Classes of Group I Certificates on such Distribution Date, an amount equal to the lesser of (i) the amount on deposit in the Adjustable Rate Supplemental Fund for Loan Group I, and (ii) the amount of such applicable shortfall. All payments of amounts in respect of Basis Risk Shortfall or Basis Risk Shortfall Carry Forward Amounts made pursuant to the provisions of this paragraph (a) (including amounts paid from the Adjustable Rate Supplemental Fund) shall, for federal income tax purposes, be deemed to have been distributed from REMIC III to the holder of the Class I-B-IO Certificates and then paid outside of any 2007-AR1 REMIC to the recipients thereof pursuant to an interest rate cap contract. By accepting their Certificates the holders of the Certificates agree so to treat such payments for purposes of filing their income tax returns. For federal income tax purposes, payment of any interest accrued at a Pass-Through Rate in excess of the Modified Net Rate Cap, to the Class I-A Certificates and Class I-B Certificates shall be treated as paid outside of any 2007-AR1 REMIC and shall not be part of the entitlement of the REMIC III Regular Interest the ownership of which is represented by such Class of Certificates receiving such payment. (b) On each Distribution Date, an amount equal to the Interest Funds and Principal Funds with respect to Loan Group II for such Distribution Date shall be withdrawn by the Trustee from the Distribution Account to the extent of funds on deposit with respect to Loan Group II therein and distributed for such Distribution Date, in the following order of priority: First, from Interest Funds with respect to Loan Group II, to pay any accrued and unpaid interest on the Class II-A Certificates and the Class II-B Certificates in the following order of priority: 1. to each Class of Class II-A Certificates, the Current Interest and then any Interest Carry Forward Amount for each such Class, pro rata, based on the Current Interest and Interest Carry Forward Amount due to each such Class; 2. to the Class II-B-1, Class II-B-2, Class II-B-3, Class II-B-4 and Class II-B-5 Certificates, sequentially, in that order, the Current Interest for each such Class of Certificates; 3. any Excess Spread with respect to Loan Group II to the extent necessary to meet a level of overcollateralization equal to the Group II Overcollateralization Target Amount will be the Extra Principal Distribution Amount with respect to Loan Group II and will be included as part of the Group II Principal Distribution Amount and distributed in accordance with Second (A) and (B) below; and 4. any remaining Excess Spread with respect to Loan Group II will be the Remaining Excess Spread with respect to Loan Group II and will be applied, together with the Group II Overcollateralization Release Amount, as Excess Cashflow pursuant to clauses Third through Fourteenth below. Second, to pay as principal on the Class II-A Certificates and Class II-B Certificates, in the following order of priority: (A) For each Distribution Date (i) prior to the related Stepdown Date or (ii) on which a Group II Trigger Event is in effect, from the Group II Principal Distribution Amount for such Distribution Date: 1. to each Class of Class II-A Certificates, concurrently to (i) the Class II-A-1, Class II-A-2 A-2, Class II-A-3, Class II-A-4, Class II-A-5 and Class II-A-3 Certificates, sequentially in that order, A-6 Certificates and (ii2) the Class IIIII-A-4 A-1 Certificates and Class III-A-2 Certificates, until Current Interest and Carryforward Interest for each such Class for such Distribution Date, on a pro rata basis based on the Current Principal Amount entitlement of each such Class is reduced to zero; 2. Class, after taking into account the distribution of the Interest Remittance Amount for Loan Group II and the Interest Remittance Amount for Loan Group III on such Distribution Date; (b) the Interest Remittance Amount for Loan Group II will be distributed in the following order of priority: (x) first, to the Class II-B-1 A-1, Class II-A-2, Class II-A-3, Class II-A-4, Class II-A-5 and Class II-A-6 Certificates, Current Interest and any remaining Carryforward Interest for such Class for such Distribution Date, on a pro rata basis, based on the entitlement of each such Class; and then (y) concurrently, to (1) the Class I-A-1 Certificates and Class I-A-2 Certificates and (2) the Class III-A-1 Certificates and Class III-A-2 Certificates, Current Interest and Carryforward Interest for each such Class for such Distribution Date, on a pro rata basis based on the entitlement of each such Class, after taking into account the distribution of the Interest Remittance Amount for Loan Group II Principal Distribution I and the Interest Remittance Amount until for Loan Group III on such distribution date; and (c) the Current Principal Interest Remittance Amount thereof is reduced to zero; 3. for Loan Group III will be distributed in the following order of priority: (x) first, concurrently, to the Class IIIII-B-2 A-1 Certificates and Class III-A-2 Certificates, Current Interest and any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 4. to the Carryforward Interest for each such Class II-B-3 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 5. to the Class II-B-4 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; and 6. to the Class II-B-5 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero. (B) For each Distribution Date on or after the related Stepdown Date, so long as a Group II Trigger Event is not in effect, the Group II Principal Distribution Amount with respect to Loan Group II for such Distribution Date will be distributed as follows: Date, on a pro rata basis, based on the entitlement of each such Class; and then (y) concurrently, to (1. to ) the Class III-A Certificates, from the Group II Principal Distribution Amount, an amount equal to the A-1 Certificates and Class III-A Principal Distribution Amount will be distributed to each Class of Class II-A Certificates, concurrently to A-2 Certificates and (i2) the Class II-A-1, Class II-A-2 A-2, Class II-A-3, Class II-A-4, Class II-A-5 and Class II-A-3 A-6 Certificates, sequentially in that orderCurrent Interest and Carryforward Interest for each such Class for such Distribution Date, on a pro rata basis based on the entitlement of each such Class, after taking into account the distribution of the Interest Remittance Amount for Loan Group I and the Interest Remittance Amount for Loan Group II on such Distribution Date. (ii) The Principal Payment Amount will be paid on each Distribution Date as follows: I. On each Distribution Date (a) prior to the Stepdown Date or (b) with respect to which a Trigger Event is in effect, the Principal Payment Amount will be paid in the following order of priority: (i) (a) from the Principal Payment Amount derived from the Group I Mortgage Loans, concurrently, to the Class III-A-4 A-1 Certificates and Class I-A-2 Certificates, on a pro rata basis, based on their respective Certificate Principal Balances, until the Current Certificate Principal Amount Balance of each such Class is has been reduced to zero; 2. to the Class II-B-1 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-1 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 3. to the Class II-B-2 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-2 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 4. to the Class II-B-3 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-3 Principal Distribution Amount, until the

Distributions on the Certificates. (a) On each Distribution Date, an amount equal to the Interest Funds and Principal Funds with respect to Loan Group I for such Distribution Date shall be withdrawn by the Trustee from shall withdraw funds on deposit in the Distribution Account and make distributions to the extent of funds on deposit Certificates as directed in accordance with respect to Loan Group I therein and distributed the related Remittance Report for such Distribution Date, in the following order of priority: First, from Interest Funds, from Loan Group I, on : (i) On each Distribution Date on and after Date, the Distribution Date in February 2017, if applicable, to the Final Maturity Reserve Account, an amount equal to the Coupon Strip Interest Remittance Amount for such Distribution Date. Second, from Interest Funds, from Loan Group I, to pay any accrued and unpaid interest on the Class I-A, Class I-B and Class I-X Certificates in the following order of priority: 1. to each Class of Class I-A Certificates and Class I-X Certificates, the Current Interest and then any Interest Carry Forward Amount for each such Class, pro rata, based on the Current Interest and Interest Carry Forward Amount due to each such Class; 2. to the Class I-B-1, Class I-B-2, Class I-B-3, Class I-B-4, Class I-B-5, Class I-B-6, Class I-B-7, Class I-B-8 and Class I-B-9 Certificates, sequentially, in that order, the Current Interest for each such Class of Certificates; 3. any Excess Spread with respect to Loan Group I to the extent necessary to meet a level of overcollateralization equal to the Group I Overcollateralization Target Amount Date will be the Extra Principal Distribution Amount with respect to Loan Group I and will be included as part of the Group I Principal Distribution Amount and distributed in accordance with Third (A) and (B) below; and 4. any remaining Excess Spread with respect to Loan Group I will be the Remaining Excess Spread with respect to Loan Group I and will be applied, together with the Group I Overcollateralization Release Amount, as Excess Cashflow for Loan Group I pursuant to clauses Fourth through Eighteenth below. Third, to pay as principal on the Class I-A Certificates and Class I-B Certificates, paid in the following order of priority: (A1) For each Distribution Date (i) prior from the Interest Remittance Amount for Loan Group I, Loan Group II, Loan Group III and Loan Group IV to the related Stepdown Date or Senior Certificates, pro rata based on amounts due, Current Interest and any Carryforward Interest for each such Class and such Distribution Date, applied in accordance with the last paragraph of this Section 5.06; (ii2) on which a first, from the Interest Remittance Amount for Loan Group I Trigger Event is in effectIV, then from the Interest Remittance Amount for Loan Group I Principal III, then from the Interest Remittance Amount for Loan Group II and then from the Interest Remittance Amount for Loan Group I, to the Class M-1 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (3) first, from the Interest Remittance Amount for Loan Group IV, then from the Interest Remittance Amount for Loan Group III, then from the Interest Remittance Amount for Loan Group II and then from the Interest Remittance Amount for Loan Group I, to the Class M-2 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (4) first, from the Interest Remittance Amount for Loan Group IV, then from the Interest Remittance Amount for Loan Group III, then from the Interest Remittance Amount for Loan Group II and then from the Interest Remittance Amount for Loan Group I, to the Class M-3 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (5) first, from the Interest Remittance Amount for Loan Group IV, then from the Interest Remittance Amount for Loan Group III, then from the Interest Remittance Amount for Loan Group II and then from the Interest Remittance Amount for Loan Group I, to the Class M-4 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; (6) first, from the Interest Remittance Amount for Loan Group IV, then from the Interest Remittance Amount for Loan Group III, then from the Interest Remittance Amount for Loan Group II and then from the Interest Remittance Amount for Loan Group I, to the Class M-5 Certificates, Current Interest and any Carryforward Interest for such Class and Distribution Date; and (7) for application as part of Monthly Excess Cashflow for such Distribution Date Date, any Monthly Excess Interest for such Distribution Date. The Interest Remittance Amount for Loan Group I, Loan Group II, Loan Group III and Loan Group IV distributed pursuant to Section 5.06(i)(1) above will be applied to the Senior Certificates as follows: (a) the Interest Remittance Amount for Loan Group I will be distributed as follows: 1. to each Class in the following order of Class I-A Certificates on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class I-B-1 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 3. to the Class I-B-2 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 4. to the Class I-B-3 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 5. to the Class I-B-4 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 6. to the Class I-B-5 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 7. to the Class I-B-6 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 8. to the Class I-B-7 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 9. to the Class I-B-8 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; and 10. to the Class I-B-9 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero. priority: (Bx) For each Distribution Date on or after the related Stepdown Date, so long as a Group I Trigger Event is not in effect, the Group I Principal Distribution Amount for such Distribution Date will be distributed as follows: 1. to the Class I-A Certificates, from the Group I Principal Distribution Amount, an amount equal to the Class I-A Principal Distribution Amount will be distributed to each Class of Class I-A Certificates on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class I-B-1 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-1 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 3. to the Class I-B-2 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-2 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 4. to the Class I-B-3 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-3 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 5. to the Class I-B-4 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-4 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 6. to the Class I-B-5 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-5 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 7. to the Class I-B-6 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-6 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 8. to the Class I-B-7 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-7 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 9. to the Class I-B-8 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-8 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; and 10. to the Class I-B-9 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-9 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero. Fourth, from any Excess Cashflow with respect to Loan Group Ifirst, to the Class I-A Certificates, pro rata in accordance with the respective amounts owed to each Current Interest and any Carryforward Interest for such Class, an amount equal to (a) any remaining Interest Carry Forward Amount, and Distribution Date; then (by) concurrently, to the Class II-A-1, Class II-A-2, Class III-A-1, Class III-A-2, Class III-A-3, Class IV-A-1 and Class IV-A-2 Certificates, Current Interest and any Unpaid Realized Loss Amount Carryforward Interest for each such Class for such Distribution Date; Fifth, from any remaining Excess Cashflow with respect to on a pro rata basis based on the entitlement of each such Class, after taking into account the distribution of the Interest Remittance Amount for Loan Group III, the Interest Remittance Amount for Loan Group III and the Interest Remittance Amount for Loan Group IV on such Distribution Date; (b) the Interest Remittance Amount for Loan Group II will be distributed in the following order of priority: (x) first, concurrently to the Class II-A-1 Certificates and Class II-A-2 Certificates, Current Interest and any Carryforward Interest for each such Class for such Distribution Date, on a pro rata basis, based on the entitlement of each such Class; and then (y) concurrently, to the Class I-B-1 A, Class III-A-1, Class III-A-2, Class III-A-3, Class IV-A-1 Class IV-A-2 Certificates, an amount equal to (a) Current Interest and any Carryforward Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for each such Class for such Distribution Date; Sixth, from any remaining Excess Cashflow with respect to on a pro rata basis based on the entitlement of each such Class, after taking into account the distribution of the Interest Remittance Amount for Loan Group I, the Interest Remittance Amount for Loan Group III and the Interest Remittance Amount for Loan Group IV on such distribution date; (c) the Interest Remittance Amount for Loan Group III will be distributed in the following order of priority: (x) first, concurrently, to the Class III-A-1, Class III-A-2 and Class III-A-3 Certificates, Current Interest and any Carryforward Interest for each such Class for such Distribution Date, on a pro rata basis, based on the entitlement of each such Class; and then (y) concurrently, to the Class I-B-2 A, Class II-A-1 Class II-A-2, Class IV-A-1 and Class IV-A-2 Certificates, an amount equal to (a) Current Interest and any Carryforward Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for each such Class for such Distribution Date; Seventh, from any remaining Excess Cashflow with respect to on a pro rata basis based on the entitlement of each such Class, after taking into account the distribution of the Interest Remittance Amount for Loan Group I, the Interest Remittance Amount for Loan Group II and the Interest Remittance Amount for Loan Group IV on such Distribution Date; and (d) the Interest Remittance Amount for Loan Group IV will be distributed in the following order of priority: (x) first, concurrently, to the Class IV-A-1 Certificates and Class IV-A-2 Certificates, Current Interest and any Carryforward Interest for each such Class for such Distribution Date, on a pro rata basis, based on the entitlement of each such Class; and then (y) concurrently, to the Class I-B-3 A, Class II-A-1, Class II-A-2, Class III-A-1, Class III-A-2 and Class III-A-3 Certificates, an amount equal to (a) Current Interest and any Carryforward Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for each such Class for such Distribution Date; Eighth, from any remaining Excess Cashflow with respect to on a pro rata basis based on the entitlement of each such Class, after taking into account the distribution of the Interest Remittance Amount for Loan Group I, to the Class I-B-4 Certificates, an amount equal to Interest Remittance Amount for Loan Group II and the Interest Remittance Amount for Loan Group III on such Distribution Date. (ii) The Principal Payment Amount will be paid on each Distribution Date as follows: I. On each Distribution Date (a) any Interest Carry Forward Amount, and then prior to the Stepdown Date or (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Ninth, from any remaining Excess Cashflow with respect to Loan Group Iwhich a Trigger Event is in effect, to the Class I-B-5 Certificates, an amount equal to Principal Payment Amount will be paid in the following order of priority: (i) (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss from the Principal Payment Amount for such Class for such Distribution Date; Tenth, derived from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-6 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Eleventh, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-7 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Twelfth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-8 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Thirteenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-9 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Fourteenth, from amounts in the Adjustable Rate Supplemental Fund with respect to Loan Group I (only with respect to the initial Distribution Date as described herein) and from any remaining Excess Cashflow with respect to Loan Group IMortgage Loans, to the Class I-A Certificates, any Basis Risk Shortfall or any Basis Risk Shortfall Carry-forward Amount (as applicable) for each until the Certificate Principal Balance of such Class for such Distribution Date, pro rata, based on the Basis Risk Shortfall or Basis Risk Shortfall Carry-forward Amount (as applicable) owed to each such Class; Fifteenth, from amounts in the Adjustable Rate Supplemental Fund with respect to Loan Group I (only with respect to the initial Distribution Date as described herein) and from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-1, Class I-B-2, Class I-B-3, Class I-B-4, Class I-B-5, Class I-B-6, Class I-B-7, Class I-B-8 and Class I-B-9 Certificates, sequentially, in that order, any Basis Risk Shortfall or any Basis Risk Shortfall Carry-forward Amount (as applicable), in each case for such Class for such Distribution Date; Sixteenth, if the Adjustable Rate Supplemental Fund has not been terminated pursuant to Section 4.05, to the Adjustable Rate Supplemental Fund, the lesser of (A) any remaining amounts, and (B) the amount which, when added to amounts on deposit in the Adjustable Rate Supplemental Fund, would equal $25,000 with respect to Loan Group I; Seventeenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-IO Certificates, the Class I-B-IO Distribution Amount for such Distribution Date, and Eighteenth, any remaining amounts with respect to Loan Group I to the Residual Certificates. If on the initial Distribution Date, the amounts payable to the Class I-A Certificates and the Class I-B Certificates in respect of the related Interest Funds for such Distribution Date is reduced due to the application of the related Net Rate Cap, the Trustee shall transfer from amounts on deposit in the Adjustable Rate Supplemental Fund for Loan Group I for distribution to the applicable Class or Classes of Group I Certificates on such Distribution Date, an amount equal to the lesser of (i) the amount on deposit in the Adjustable Rate Supplemental Fund for Loan Group I, and (ii) the amount of such applicable shortfall. All payments of amounts in respect of Basis Risk Shortfall or Basis Risk Shortfall Carry Forward Amounts made pursuant to the provisions of this paragraph (a) (including amounts paid from the Adjustable Rate Supplemental Fund) shall, for federal income tax purposes, be deemed to have been distributed from REMIC III to the holder of the Class I-B-IO Certificates and then paid outside of any 2007-AR1 REMIC to the recipients thereof pursuant to an interest rate cap contract. By accepting their Certificates the holders of the Certificates agree so to treat such payments for purposes of filing their income tax returns. For federal income tax purposes, payment of any interest accrued at a Pass-Through Rate in excess of the Modified Net Rate Cap, to the Class I-A Certificates and Class I-B Certificates shall be treated as paid outside of any 2007-AR1 REMIC and shall not be part of the entitlement of the REMIC III Regular Interest the ownership of which is represented by such Class of Certificates receiving such payment. (b) On each Distribution Date, an amount equal to the Interest Funds and Principal Funds with respect to Loan Group II for such Distribution Date shall be withdrawn by the Trustee from the Distribution Account to the extent of funds on deposit with respect to Loan Group II therein and distributed for such Distribution Date, in the following order of priority: First, from Interest Funds with respect to Loan Group II, to pay any accrued and unpaid interest on the Class II-A Certificates and the Class II-B Certificates in the following order of priority: 1. to each Class of Class II-A Certificates, the Current Interest and then any Interest Carry Forward Amount for each such Class, pro rata, based on the Current Interest and Interest Carry Forward Amount due to each such Class; 2. to the Class II-B-1, Class II-B-2, Class II-B-3, Class II-B-4 and Class II-B-5 Certificates, sequentially, in that order, the Current Interest for each such Class of Certificates; 3. any Excess Spread with respect to Loan Group II to the extent necessary to meet a level of overcollateralization equal to the Group II Overcollateralization Target Amount will be the Extra Principal Distribution Amount with respect to Loan Group II and will be included as part of the Group II Principal Distribution Amount and distributed in accordance with Second (A) and (B) below; and 4. any remaining Excess Spread with respect to Loan Group II will be the Remaining Excess Spread with respect to Loan Group II and will be applied, together with the Group II Overcollateralization Release Amount, as Excess Cashflow pursuant to clauses Third through Fourteenth below. Second, to pay as principal on the Class II-A Certificates and Class II-B Certificates, in the following order of priority: (A) For each Distribution Date (i) prior to the related Stepdown Date or (ii) on which a Group II Trigger Event is in effect, from the Group II Principal Distribution Amount for such Distribution Date: 1. to each Class of Class II-A Certificates, concurrently to (i) the Class II-A-1, Class II-A-2 and Class II-A-3 Certificates, sequentially in that order, and (ii) the Class II-A-4 Certificates, until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class II-B-1 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 3. to the Class II-B-2 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 4. to the Class II-B-3 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 5. to the Class II-B-4 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; and 6. to the Class II-B-5 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero. (B) For each Distribution Date on or after the related Stepdown Date, so long as a Group II Trigger Event is not in effect, the Group II Principal Distribution Amount with respect to Loan Group II for such Distribution Date will be distributed as follows: 1. to the Class II-A Certificates, from the Group II Principal Distribution Amount, an amount equal to the Class II-A Principal Distribution Amount will be distributed to each Class of Class II-A Certificates, concurrently to (i) the Class II-A-1, Class II-A-2 and Class II-A-3 Certificates, sequentially in that order, and (ii) the Class II-A-4 Certificates, until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class II-B-1 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-1 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 3. to the Class II-B-2 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-2 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 4. to the Class II-B-3 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-3 Principal Distribution Amount, until the

Distributions on the Certificates. (a) On each Distribution Date, an amount equal to the Interest Funds and Principal Funds with respect to Loan Group I for such Distribution Date shall be withdrawn by the Trustee from shall withdraw funds on deposit in the Distribution Account and make distributions to the extent of funds on deposit Certificates as directed in accordance with respect to Loan Group I therein and distributed the related Remittance Report for such Distribution Date, in the following order of priority: First, from Interest Funds, from Loan Group I, on : (i) On each Distribution Date on and after Date, the Distribution Date in February 2017, if applicable, to the Final Maturity Reserve Account, an amount equal to the Coupon Strip Interest Remittance Amount for such Distribution Date. Second, from Interest Funds, from Loan Group I, to pay any accrued and unpaid interest on the Class I-A, Class I-B and Class I-X Certificates in the following order of priority: 1. to each Class of Class I-A Certificates and Class I-X Certificates, the Current Interest and then any Interest Carry Forward Amount for each such Class, pro rata, based on the Current Interest and Interest Carry Forward Amount due to each such Class; 2. to the Class I-B-1, Class I-B-2, Class I-B-3, Class I-B-4, Class I-B-5, Class I-B-6, Class I-B-7, Class I-B-8 and Class I-B-9 Certificates, sequentially, in that order, the Current Interest for each such Class of Certificates; 3. any Excess Spread with respect to Loan Group I to the extent necessary to meet a level of overcollateralization equal to the Group I Overcollateralization Target Amount Date will be the Extra Principal Distribution Amount with respect to Loan Group I and will be included as part of the Group I Principal Distribution Amount and distributed in accordance with Third (A) and (B) below; and 4. any remaining Excess Spread with respect to Loan Group I will be the Remaining Excess Spread with respect to Loan Group I and will be applied, together with the Group I Overcollateralization Release Amount, as Excess Cashflow for Loan Group I pursuant to clauses Fourth through Eighteenth below. Third, to pay as principal on the Class I-A Certificates and Class I-B Certificates, paid in the following order of priority: (A1) For each Distribution Date (i) prior from the Interest Remittance Amount for Loan Group I and Loan Group II, to the related Stepdown Date or (ii) on which a Group I Trigger Event is in effectSenior Certificates, the Group I Principal Distribution Amount for such Distribution Date will be distributed as follows: 1. to each Class of Class I-A Certificates on a pro rata basis until the based on amounts due, Current Principal Amount of Interest and any Carryforward Interest for each such Class is reduced to zeroand such Distribution Date, applied in accordance with the last paragraph of this clause (i); (2. to the Class I-B-1 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 3. to the Class I-B-2 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 4. to the Class I-B-3 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 5. to the Class I-B-4 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 6. to the Class I-B-5 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 7. to the Class I-B-6 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 8. to the Class I-B-7 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 9. to the Class I-B-8 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; and 10. to the Class I-B-9 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero. (B) For each Distribution Date on or after the related Stepdown Date, so long as a Group I Trigger Event is not in effect, the Group I Principal Distribution Amount for such Distribution Date will be distributed as follows: 1. to the Class I-A Certificatesfirst, from the Interest Remittance Amount for Loan Group I Principal Distribution Amount, an amount equal to II and then from the Class I-A Principal Distribution Interest Remittance Amount will be distributed to each Class of Class I-A Certificates on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class I-B-1 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-1 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 3. to the Class I-B-2 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-2 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 4. to the Class I-B-3 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-3 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 5. to the Class I-B-4 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-4 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 6. to the Class I-B-5 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-5 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 7. to the Class I-B-6 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-6 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 8. to the Class I-B-7 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-7 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 9. to the Class I-B-8 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-8 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; and 10. to the Class I-B-9 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-9 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero. Fourth, from any Excess Cashflow with respect to for Loan Group I, to the Class I-A M-1 Certificates, pro rata in accordance with the respective amounts owed to each such Class, an amount equal to (a) any remaining Current Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount Carryforward Interest for such Class for such and Distribution Date; Fifth; (3) first, from any remaining Excess Cashflow with respect to the Interest Remittance Amount for Loan Group II and then from the Interest Remittance Amount for Loan Group I, to the Class I-B-1 M-2 Certificates, an amount equal to (a) any Current Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount Carryforward Interest for such Class for such and Distribution Date; Sixth; (4) first, from any remaining Excess Cashflow with respect to the Interest Remittance Amount for Loan Group II and then from the Interest Remittance Amount for Loan Group I, to the Class I-B-2 M-3 Certificates, an amount equal to (a) any Current Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount Carryforward Interest for such Class for such and Distribution Date; Seventh; (5) first, from any remaining Excess Cashflow with respect to the Interest Remittance Amount for Loan Group II and then from the Interest Remittance Amount for Loan Group I, to the Class I-B-3 M-4 Certificates, an amount equal to (a) any Current Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount Carryforward Interest for such Class for such and Distribution Date; Eighth; (6) first, from any remaining Excess Cashflow with respect to the Interest Remittance Amount for Loan Group II and then from the Interest Remittance Amount for Loan Group I, to the Class I-B-4 M-5 Certificates, an amount equal to (a) any Current Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount Carryforward Interest for such Class and Distribution Date; and (7) for application as part of Monthly Excess Cashflow for such Distribution Date; Ninth, from any remaining Monthly Excess Cashflow with respect to Interest for such Distribution Date. (a) the Interest Remittance Amount for Loan Group II will be distributed in the following order of priority: (x) first, concurrently to the Class I-B-5 Certificates, an amount equal to (a) any Interest Carry Forward Amount, A-1 Certificates and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Tenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-6 A-2 Certificates, an amount equal to (a) Current Interest and any Carryforward Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Eleventh, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-7 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Twelfth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-8 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Thirteenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-9 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Fourteenth, from amounts in the Adjustable Rate Supplemental Fund with respect to Loan Group I (only with respect to the initial Distribution Date as described herein) and from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-A Certificates, any Basis Risk Shortfall or any Basis Risk Shortfall Carry-forward Amount (as applicable) for each such Class for such Distribution Date, Date on a pro rata, rata basis based on the Basis Risk Shortfall or Basis Risk Shortfall Carry-forward Amount (as applicable) owed to entitlement of each such Class; Fifteenth, from amounts in the Adjustable Rate Supplemental Fund with respect to Loan Group I and then (only with respect to the initial Distribution Date as described hereiny) and from any remaining Excess Cashflow with respect to Loan Group Iconcurrently, to the Class I-B-1, Class I-B-2, Class I-B-3, Class I-B-4, Class I-B-5, Class I-B-6, Class I-B-7, Class I-B-8 and Class I-B-9 Certificates, sequentially, in that order, any Basis Risk Shortfall or any Basis Risk Shortfall Carry-forward Amount (as applicable), in each case for such Class for such Distribution Date; Sixteenth, if the Adjustable Rate Supplemental Fund has not been terminated pursuant to Section 4.05, to the Adjustable Rate Supplemental Fund, the lesser of (A) any remaining amounts, and (B) the amount which, when added to amounts on deposit in the Adjustable Rate Supplemental Fund, would equal $25,000 with respect to Loan Group I; Seventeenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-IO Certificates, the Class I-B-IO Distribution Amount for such Distribution Date, and Eighteenth, any remaining amounts with respect to Loan Group I to the Residual Certificates. If on the initial Distribution Date, the amounts payable to the Class I-A Certificates and the Class I-B Certificates in respect of the related Interest Funds for such Distribution Date is reduced due to the application of the related Net Rate Cap, the Trustee shall transfer from amounts on deposit in the Adjustable Rate Supplemental Fund for Loan Group I for distribution to the applicable Class or Classes of Group I Certificates on such Distribution Date, an amount equal to the lesser of (i) the amount on deposit in the Adjustable Rate Supplemental Fund for Loan Group I, and (ii) the amount of such applicable shortfall. All payments of amounts in respect of Basis Risk Shortfall or Basis Risk Shortfall Carry Forward Amounts made pursuant to the provisions of this paragraph (a) (including amounts paid from the Adjustable Rate Supplemental Fund) shall, for federal income tax purposes, be deemed to have been distributed from REMIC III to the holder of the Class I-B-IO Certificates and then paid outside of any 2007-AR1 REMIC to the recipients thereof pursuant to an interest rate cap contract. By accepting their Certificates the holders of the Certificates agree so to treat such payments for purposes of filing their income tax returns. For federal income tax purposes, payment of any interest accrued at a Pass-Through Rate in excess of the Modified Net Rate Cap, to the Class I-A Certificates and Class I-B Certificates shall be treated as paid outside of any 2007-AR1 REMIC and shall not be part of the entitlement of the REMIC III Regular Interest the ownership of which is represented by such Class of Certificates receiving such payment. (b) On each Distribution Date, an amount equal to the Interest Funds and Principal Funds with respect to Loan Group II for such Distribution Date shall be withdrawn by the Trustee from the Distribution Account to the extent of funds on deposit with respect to Loan Group II therein and distributed for such Distribution Date, in the following order of priority: First, from Interest Funds with respect to Loan Group II, to pay any accrued and unpaid interest on the Class II-A Certificates and the Class II-B Certificates in the following order of priority: 1. to each Class of Class II-A Certificates, the Current Interest and then any Interest Carry Forward Amount for each such Class, pro rata, based on the Current Interest and Interest Carry Forward Amount due to each such Class; 2. to the Class II-B-1, Class II-B-2, Class II-B-3, Class II-B-4 and Class II-B-5 Certificates, sequentially, in that order, the Current Interest for each such Class of Certificates; 3. any Excess Spread with respect to Loan Group II to the extent necessary to meet a level of overcollateralization equal to the Group II Overcollateralization Target Amount will be the Extra Principal Distribution Amount with respect to Loan Group II and will be included as part of the Group II Principal Distribution Amount and distributed in accordance with Second (A) and (B) below; and 4. any remaining Excess Spread with respect to Loan Group II will be the Remaining Excess Spread with respect to Loan Group II and will be applied, together with the Group II Overcollateralization Release Amount, as Excess Cashflow pursuant to clauses Third through Fourteenth below. Second, to pay as principal on the Class II-A Certificates and Class II-B Certificates, in the following order of priority: (A) For each Distribution Date (i) prior to the related Stepdown Date or (ii) on which a Group II Trigger Event is in effect, from the Group II Principal Distribution Amount for such Distribution Date: 1. to each Class of Class II-A Certificates, concurrently to (i) the Class II-A-1, Class II-A-2 and Class II-A-3 Certificates, sequentially in that orderCurrent Interest and Carryforward Interest for each such Class for such Distribution Date, and (ii) on a pro rata basis based on the Class II-A-4 Certificates, until the Current Principal Amount entitlement of each such Class is reduced to zero; 2. to Class, after taking into account the Class II-B-1 Certificates, any remaining Group II Principal Distribution distribution of the Interest Remittance Amount until the Current Principal Amount thereof is reduced to zero; 3. to the Class II-B-2 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 4. to the Class II-B-3 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 5. to the Class II-B-4 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; and 6. to the Class II-B-5 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero. (B) For each Distribution Date on or after the related Stepdown Date, so long as a Group II Trigger Event is not in effect, the Group II Principal Distribution Amount with respect to for Loan Group II for on such Distribution Date Date; and (b) the Interest Remittance Amount for Loan Group II will be distributed as follows: 1. in the following order of priority: (x) first, to the Class II-A Certificates, from the Group II Principal Distribution Amount, an amount equal to the Class II-A Principal Distribution Amount will be distributed to each Class of Class II-A Certificates, concurrently to (i) the Class II-A-1, Class II-A-2 and Class II-A-3 Certificates, sequentially in that orderCurrent Interest and any Carryforward Interest for such Class for such Distribution Date, on a pro rata basis, based on the entitlement of each such Class; and then (y) concurrently, to the Class I-A-1 Certificates and Class I-A-2 Certificates, Current Interest and Carryforward Interest for each such Class for such Distribution Date, on a pro rata basis based on the entitlement of each such Class, after taking into account the distribution of the Interest Remittance Amount for Loan Group I on such distribution date. (ii) The Principal Payment Amount will be paid on each Distribution Date as follows: I. On each Distribution Date (a) prior to the Stepdown Date or (b) with respect to which a Trigger Event is in effect, the Principal Payment Amount will be paid in the following order of priority: (i) (a) from the Principal Payment Amount derived from the Group I Mortgage Loans, concurrently, to the Class III-A-4 A-1 Certificates and Class I-A-2 Certificates, on a pro rata basis, based on their respective Certificate Principal Balances, until the Current Certificate Principal Amount Balance of each such Class is has been reduced to zero; 2. to the Class II-B-1 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-1 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 3. to the Class II-B-2 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-2 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 4. to the Class II-B-3 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-3 Principal Distribution Amount, until the

Distributions on the Certificates. (a) On each Distribution Date, an amount equal to the Interest Funds and Principal Funds with respect to Loan Group I for such Distribution Date shall be withdrawn by the Trustee from the Distribution Account to the extent of funds on deposit with respect to Loan Group I therein and distributed for such Distribution Date, in the following order of priority: First, from Interest Funds, from Loan Group I, on each Distribution Date on and after the Distribution Date in February 2017July 2016, if applicable, to the Final Maturity Reserve Account, an amount equal to the Coupon Strip for such Distribution Date. Second, from Interest Funds, from Loan Group I, to pay any accrued and unpaid interest on the Class I-A, Class I-B and Class I-X Group I Offered Certificates in the following order of priority: 1. to each Class of Class I-A Certificates and the Class I-X Certificates, the Current Interest and then any Interest Carry Forward Amount for each such Class, pro rata, based on the Current Interest and Interest Carry Forward Amount due to each such Class; 2. to the Class I-B-1, Class I-B-2, Class I-B-3, Class I-B-4, Class I-B-5, Class I-B-6, Class I-B-7, Class I-B-8 B-6 and Class I-B-9 B-7 Certificates, sequentially, in that order, the Current Interest for each such Class of Certificates; 3. any Excess Spread with respect to Loan Group I to the extent necessary to meet a level of overcollateralization equal to the Group I Overcollateralization Target Amount will be the Extra Principal Distribution Amount with respect to Loan Group I and will be included as part of the Group I Principal Distribution Amount and distributed in accordance with Third (A) and (B) below; and 4. any remaining Excess Spread with respect to Loan Group I will be the Remaining Excess Spread with respect to Loan Group I and will be applied, together with the Group I Overcollateralization Release Amount, as Excess Cashflow for Loan Group I pursuant to clauses Fourth through Eighteenth Fifteenth below. Third, to pay as principal on the Class I-A Certificates and Class I-B Certificates, in the following order of priority: (A) For each Distribution Date (i) prior to the related Stepdown Date or (ii) on which a Group I Trigger Event is in effect, the Group I Principal Distribution Amount for such Distribution Date will be distributed as follows: 1. to each Class of Class I-A Certificates on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class I-B-1 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 3. to the Class I-B-2 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 4. to the Class I-B-3 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 5. to the Class I-B-4 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 6. to the Class I-B-5 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 7. to the Class I-B-6 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero;; and 8. to the Class I-B-7 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 9. to the Class I-B-8 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; and 10. to the Class I-B-9 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero. (B) For each Distribution Date on or after the related Stepdown Date, so long as a Group I Trigger Event is not in effect, the Group I Principal Distribution Amount for such Distribution Date will be distributed as follows: 1. to the Class I-A Certificates, from the Group I Principal Distribution Amount, an amount equal to the Class I-A Principal Distribution Amount will be distributed to each Class of Class I-A Certificates on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class I-B-1 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-1 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 3. to the Class I-B-2 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-2 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 4. to the Class I-B-3 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-3 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 5. to the Class I-B-4 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-4 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 6. to the Class I-B-5 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-5 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 7. to the Class I-B-6 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-6 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero;; and 8. to the Class I-B-7 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-7 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 9. to the Class I-B-8 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-8 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; and 10. to the Class I-B-9 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-9 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero. Fourth, from any Excess Cashflow with respect to Loan Group I, to the Class I-A Certificates, pro rata in accordance with the respective amounts owed to each such Class, an amount equal to (a) any remaining Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Fifth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-1 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Sixth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-2 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Seventh, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-3 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Eighth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-4 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Ninth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-5 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Tenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-6 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Eleventh, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-7 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Twelfth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-8 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Thirteenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-9 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Fourteenth, from amounts in the Adjustable Rate Supplemental Fund with respect to Loan Group I (only with respect to the initial Distribution Date as described herein) and from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-A Certificates, any Basis Risk Shortfall or and any Basis Risk Shortfall Carry-forward Amount (as applicable) for each such Class for such Distribution Date, pro rata, based on the Basis Risk Shortfall or and Basis Risk Shortfall Carry-forward Amount (as applicable) owed to each such Class; FifteenthThirteenth, from amounts in the Adjustable Rate Supplemental Fund with respect to Loan Group I (only with respect to the initial Distribution Date as described herein) and from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-1, Class I-B-2, Class I-B-3, Class I-B-4, Class I-B-5, Class I-B-6, Class I-B-7, Class I-B-8 B-6 and Class I-B-9 B-7 Certificates, sequentially, in that order, any Basis Risk Shortfall or and any Basis Risk Shortfall Carry-forward Amount (as applicable)Amount, in each case for such Class for such Distribution Date; Sixteenth, if the Adjustable Rate Supplemental Fund has not been terminated pursuant to Section 4.05, to the Adjustable Rate Supplemental Fund, the lesser of (A) any remaining amounts, and (B) the amount which, when added to amounts on deposit in the Adjustable Rate Supplemental Fund, would equal $25,000 with respect to Loan Group I; SeventeenthFourteenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-IO Certificates, the Class I-B-IO Distribution Amount for such Distribution Date, ; and EighteenthFifteenth, any remaining amounts with respect to Loan Group I to the Residual Class R Certificates. If on the initial Distribution Date, the amounts payable to the Class I-A Certificates and the Class I-B Certificates in respect of the related Interest Funds for such Distribution Date is reduced due to the application of the related Net Rate Cap, the Trustee shall transfer from amounts on deposit in the Adjustable Rate Supplemental Fund for Loan Group I for distribution to the applicable Class or Classes of Group I Certificates on such Distribution Date, an amount equal to the lesser of (i) the amount on deposit in the Adjustable Rate Supplemental Fund for Loan Group I, and (ii) the amount of such applicable shortfall. All payments of amounts in respect of Basis Risk Shortfall or Basis Risk Shortfall Carry Forward Amounts made pursuant to the provisions of this paragraph (a) (including amounts paid from the Adjustable Rate Supplemental Fund) shall, for federal income tax purposes, be deemed to have been distributed from REMIC III IV to the holder of the Class I-B-IO Certificates and then paid outside of any 20072006-AR1 REMIC to the recipients thereof pursuant to an interest rate cap contract. By accepting their Certificates the holders of the Certificates agree so to treat such payments for purposes of filing their income tax returns. For federal income tax purposes, payment of any interest accrued at a Pass-Through Rate in excess of the Modified Net Rate Cap, to the Class I-A Certificates and Class I-B Certificates shall be treated as paid outside of any 20072006-AR1 REMIC and shall not be part of the entitlement of the REMIC III IV Regular Interest the ownership of which is represented by such Class of Certificates receiving such payment. (b) On each Distribution Date, an amount equal to the Interest Funds and Principal Funds with respect to Loan Group II for such Distribution Date shall be withdrawn by the Trustee from the Distribution Account to the extent of funds on deposit with respect to Loan Group II therein and distributed for such Distribution Date, in the following order of priority: First, from Interest Funds with respect to Loan Group II, to pay any accrued and unpaid interest on the Class II-A Group II Offered Certificates and the Class II-B B-5 Certificates in the following order of priority: 1. to each Class of Class II-A Certificates, the Current Interest and then any Interest Carry Forward Amount for each such Class, pro rata, based on the Current Interest and Interest Carry Forward Amount due to each such Class; 2. to the Class II-B-1, Class II-B-2, Class II-B-3, Class II-B-4 and Class II-B-5 Certificates, sequentially, in that order, the Current Interest for each such Class of Certificates; 3. any Excess Spread with respect to Loan Group II to the extent necessary to meet a level of overcollateralization equal to the Group II Overcollateralization Target Amount will be the Extra Principal Distribution Amount with respect to Loan Group II and will be included as part of the Group II Principal Distribution Amount and distributed in accordance with Second (A) and (B) below; and 4. any remaining Excess Spread with respect to Loan Group II will be the Remaining Excess Spread with respect to Loan Group II and will be applied, together with the Group II Overcollateralization Release Amount, as Excess Cashflow pursuant to clauses Third through Fourteenth Twelfth below. Second, to pay as principal on the Class II-A Certificates and Class II-B Certificates, in the following order of priority: (A) For each Distribution Date (i) prior to the related Stepdown Date or (ii) on which a Group II Trigger Event is in effect, from the Group II Principal Distribution Amount for such Distribution Date: 1. to each Class of Class II-A Certificates, concurrently to (i) the Class II-A-1, Class II-A-2 and Class II-A-3 Certificates, sequentially in that order, and (ii) the Class II-A-4 Certificates, Certificates on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class II-B-1 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 3. to the Class II-B-2 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 4. to the Class II-B-3 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 5. to the Class II-B-4 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; and 6. to the Class II-B-5 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero. (B) For each Distribution Date on or after the related Stepdown Date, so long as a Group II Trigger Event is not in effect, the Group II Principal Distribution Amount with respect to Loan Group II for such Distribution Date will be distributed as follows: 1. to the Class II-A Certificates, from the Group II Principal Distribution Amount, an amount equal to the Class II-A Principal Distribution Amount will be distributed to each Class of Class II-A Certificates, concurrently to (i) the Class II-A-1, Class II-A-2 and Class II-A-3 Certificates, sequentially in that order, and (ii) the Class II-A-4 Certificates, Certificates on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class II-B-1 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-1 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 3. to the Class II-B-2 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-2 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 4. to the Class II-B-3 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-3 Principal Distribution Amount, until thethe Current Principal Amount thereof is reduced to zero; 5. to the Class II-B-4 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-4 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; and 6. to the Class II-B-5 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-5 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero. Third, from any Excess Cashflow with respect to Loan Group II, to the Class II-A Certificates, pro rata in accordance with the respective amounts owed to each such Class an amount equal to (a) any remaining Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Fourth, from any remaining Excess Cashflow with respect to Loan Group II, to the Class II-B-1 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Fifth, from any remaining Excess Cashflow with respect to Loan Group II, to the Class II-B-2 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Sixth, from any remaining Excess Cashflow with respect to Loan Group II, to the Class II-B-3 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Seventh, from any remaining Excess Cashflow with respect to Loan Group II, to the Class II-B-4 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Eighth, from any remaining Excess Cashflow with respect to Loan Group II, to the Class II-B-5 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Ninth, from any remaining Excess Cashflow with respect to Loan Group II, to the Class II-A Certificates, any Basis Risk Shortfall and any Basis Risk Shortfall Carry-forward Amount for each such Class for such Distribution Date, pro rata, based on the Basis Risk Shortfall and Basis Risk Shortfall Carry-forward Amount owed to each such Class; Tenth, from any remaining Excess Cashflow with respect to Loan Group II, to the Class II-B-1, Class II-B-2, Class II-B-3, Class II-B-4 and Class II-B-5 Certificates, sequentially, in that order, any Basis Risk Shortfall and any Basis Risk Shortfall Carry-forward Amount, in each case for such Class for such Distribution Date; Eleventh, from any remaining Excess Cashflow with respect to Loan Group II, to the Class II-B-IO Certificates, the Class II-B-IO Distribution Amount for such Distribution Date; and Twelfth, any remaining amounts with r

Distributions on the Certificates. (a) On each Distribution Date, an amount equal to the Interest Funds and Principal Funds with respect to Loan Group I for such Distribution Date shall be withdrawn by the Trustee from the Distribution Account to the extent of funds on deposit with respect to Loan Group I therein and distributed for such Distribution Date, in the following order of priority: First, from Interest Funds, from Loan Group I, on each Distribution Date on and after the Distribution Date in February January 2017, if applicable, to the Final Maturity Reserve Account, an amount equal to the Coupon Strip for such Distribution Date. Second, from Interest Funds, from Loan Group I, to pay any accrued and unpaid interest on the Class I-A, Class I-B and Class I-X Certificates in the following order of priority: 1. to each Class of Class I-A Certificates and Class I-X Certificates, the Current Interest and then any Interest Carry Forward Amount for each such Class, pro rata, based on the Current Interest and Interest Carry Forward Amount due to each such Class; 2. to the Class I-B-1, Class I-B-2, Class I-B-3, Class I-B-4, Class I-B-5, Class I-B-6, Class I-B-7, Class I-B-8 and Class I-B-9 Certificates, sequentially, in that order, the Current Interest for each such Class of Certificates; 3. any Excess Spread with respect to Loan Group I to the extent necessary to meet a level of overcollateralization equal to the Group I Overcollateralization Target Amount will be the Extra Principal Distribution Amount with respect to Loan Group I and will be included as part of the Group I Principal Distribution Amount and distributed in accordance with Third (A) and (B) below; and 4. any remaining Excess Spread with respect to Loan Group I will be the Remaining Excess Spread with respect to Loan Group I and will be applied, together with the Group I Overcollateralization Release Amount, as Excess Cashflow for Loan Group I pursuant to clauses Fourth through Eighteenth below. Third, to pay as principal on the Class I-A Certificates and Class I-B Certificates, in the following order of priority: (A) For each Distribution Date (i) prior to the related Stepdown Date or (ii) on which a Group I Trigger Event is in effect, the Group I Principal Distribution Amount for such Distribution Date will be distributed as follows: 1. to each Class of Class I-A Certificates on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class I-B-1 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 3. to the Class I-B-2 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 4. to the Class I-B-3 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 5. to the Class I-B-4 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 6. to the Class I-B-5 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 7. to the Class I-B-6 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 8. to the Class I-B-7 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 9. to the Class I-B-8 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; and 10. to the Class I-B-9 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero. (B) For each Distribution Date on or after the related Stepdown Date, so long as a Group I Trigger Event is not in effect, the Group I Principal Distribution Amount for such Distribution Date will be distributed as follows: 1. to the Class I-A Certificates, from the Group I Principal Distribution Amount, an amount equal to the Class I-A Principal Distribution Amount will be distributed to each Class of Class I-A Certificates on a pro rata basis until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class I-B-1 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-1 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 3. to the Class I-B-2 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-2 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 4. to the Class I-B-3 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-3 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 5. to the Class I-B-4 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-4 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 6. to the Class I-B-5 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-5 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 7. to the Class I-B-6 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-6 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 8. to the Class I-B-7 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-7 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 9. to the Class I-B-8 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-8 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; and 10. to the Class I-B-9 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-9 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero. Fourth, from any Excess Cashflow with respect to Loan Group I, to the Class I-A Certificates, pro rata in accordance with the respective amounts owed to each such Class, an amount equal to (a) any remaining Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Fifth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-1 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Sixth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-2 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Seventh, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-3 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Eighth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-4 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Ninth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-5 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Tenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-6 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Eleventh, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-7 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Twelfth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-8 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Thirteenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-9 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Fourteenth, from amounts in the Adjustable Rate Supplemental Fund with respect to Loan Group I (only with respect to the initial Distribution Date as described herein) and from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-A Certificates, any Basis Risk Shortfall or any Basis Risk Shortfall Carry-forward Amount (as applicable) for each such Class for such Distribution Date, pro rata, based on the Basis Risk Shortfall or Basis Risk Shortfall Carry-forward Amount (as applicable) owed to each such Class; Fifteenth, from amounts in the Adjustable Rate Supplemental Fund with respect to Loan Group I (only with respect to the initial Distribution Date as described herein) and from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-1, Class I-B-2, Class I-B-3, Class I-B-4, Class I-B-5, Class I-B-6, Class I-B-7, Class I-B-8 and Class I-B-9 Certificates, sequentially, in that order, any Basis Risk Shortfall or any Basis Risk Shortfall Carry-forward Amount (as applicable), in each case for such Class for such Distribution Date; Sixteenth, if the Adjustable Rate Supplemental Fund has not been terminated pursuant to Section 4.05, to the Adjustable Rate Supplemental Fund, the lesser of (A) any remaining amounts, and (B) the amount which, when added to amounts on deposit in the Adjustable Rate Supplemental Fund, would equal $25,000 with respect to Loan Group I; Seventeenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-IO Certificates, the Class I-B-IO Distribution Amount for such Distribution Date, and Eighteenth, any remaining amounts with respect to Loan Group I to the Residual Certificates. If on the initial Distribution Date, the amounts payable to the Class I-A Certificates and the Class I-B Certificates in respect of the related Interest Funds for such Distribution Date is reduced due to the application of the related Net Rate Cap, the Trustee shall transfer from amounts on deposit in the Adjustable Rate Supplemental Fund for Loan Group I for distribution to the applicable Class or Classes of Group I Certificates on such Distribution Date, an amount equal to the lesser of (i) the amount on deposit in the Adjustable Rate Supplemental Fund for Loan Group I, and (ii) the amount of such applicable shortfall. All payments of amounts in respect of Basis Risk Shortfall or Basis Risk Shortfall Carry Forward Amounts made pursuant to the provisions of this paragraph (a) (including amounts paid from the Adjustable Rate Supplemental Fund) shall, for federal income tax purposes, be deemed to have been distributed from REMIC III to the holder of the Class I-B-IO Certificates and then paid outside of any 2007-AR1 REMIC to the recipients thereof pursuant to an interest rate cap contract. By accepting their Certificates the holders of the Certificates agree so to treat such payments for purposes of filing their income tax returns. For federal income tax purposes, payment of any interest accrued at a Pass-Through Rate in excess of the Modified Net Rate Cap, to the Class I-A Certificates and Class I-B Certificates shall be treated as paid outside of any 2007-AR1 REMIC and shall not be part of the entitlement of the REMIC III Regular Interest the ownership of which is represented by such Class of Certificates receiving such payment. (b) On each Distribution Date, an amount equal to the Interest Funds and Principal Funds with respect to Loan Group II for such Distribution Date shall be withdrawn by the Trustee from the Distribution Account to the extent of funds on deposit with respect to Loan Group II therein and distributed for such Distribution Date, in the following order of priority: First, from Interest Funds with respect to Loan Group II, to pay any accrued and unpaid interest on the Class II-A Certificates and the Class II-B Certificates in the following order of priority: 1. to each Class of Class II-A Certificates, the Current Interest and then any Interest Carry Forward Amount for each such Class, pro rata, based on the Current Interest and Interest Carry Forward Amount due to each such Class; 2. to the Class II-B-1, Class II-B-2, Class II-B-3, Class II-B-4 and Class II-B-5 Certificates, sequentially, in that order, the Current Interest for each such Class of Certificates; 3. any Excess Spread with respect to Loan Group II to the extent necessary to meet a level of overcollateralization equal to the Group II Overcollateralization Target Amount will be the Extra Principal Distribution Amount with respect to Loan Group II and will be included as part of the Group II Principal Distribution Amount and distributed in accordance with Second (A) and (B) below; and 4. any remaining Excess Spread with respect to Loan Group II will be the Remaining Excess Spread with respect to Loan Group II and will be applied, together with the Group II Overcollateralization Release Amount, as Excess Cashflow pursuant to clauses Third through Fourteenth below. Second, to pay as principal on the Class II-A Certificates and Class II-B Certificates, in the following order of priority: (A) For each Distribution Date (i) prior to the related Stepdown Date or (ii) on which a Group II Trigger Event is in effect, from the Group II Principal Distribution Amount for such Distribution Date: 1. to each Class of Class II-A Certificates, concurrently to (i) the Class II-A-1, Class II-A-2 and Class II-A-3 Certificates, sequentially in that order, and (ii) the Class II-A-4 Certificates, until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class II-B-1 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 3. to the Class II-B-2 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 4. to the Class II-B-3 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 5. to the Class II-B-4 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; and 6. to the Class II-B-5 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero. (B) For each Distribution Date on or after the related Stepdown Date, so long as a Group II Trigger Event is not in effect, the Group II Principal Distribution Amount with respect to Loan Group II for such Distribution Date will be distributed as follows: 1. to the Class II-A Certificates, from the Group II Principal Distribution Amount, an amount equal to the Class II-A Principal Distribution Amount will be distributed to each Class of Class II-A Certificates, concurrently to (i) the Class II-A-1, Class II-A-2 and Class II-A-3 Certificates, sequentially in that order, and (ii) the Class II-A-4 Certificates, until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class II-B-1 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-1 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 3. to the Class II-B-2 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-2 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 4. to the Class II-B-3 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-3 Principal Distribution Amount, until the

Distributions on the Certificates. (a) On each Distribution Date, an amount equal to the Interest Funds and Principal Funds with respect to Loan Group I for such Distribution Date shall be withdrawn by the Trustee from shall withdraw funds on deposit in the Distribution Account and make distributions to the extent of funds on deposit Certificates as directed in accordance with respect to Loan Group I therein and distributed the related Remittance Report for such Distribution Date, in the following order of priority: First, from Interest Funds, from Loan Group I, on : (i) On each Distribution Date on and after Date, the Distribution Date in February 2017, if applicable, to the Final Maturity Reserve Account, an amount equal to the Coupon Strip Interest Remittance Amount for such Distribution Date. Second, from Interest Funds, from Loan Group I, to pay any accrued and unpaid interest on the Class I-A, Class I-B and Class I-X Certificates in the following order of priority: 1. to each Class of Class I-A Certificates and Class I-X Certificates, the Current Interest and then any Interest Carry Forward Amount for each such Class, pro rata, based on the Current Interest and Interest Carry Forward Amount due to each such Class; 2. to the Class I-B-1, Class I-B-2, Class I-B-3, Class I-B-4, Class I-B-5, Class I-B-6, Class I-B-7, Class I-B-8 and Class I-B-9 Certificates, sequentially, in that order, the Current Interest for each such Class of Certificates; 3. any Excess Spread with respect to Loan Group I to the extent necessary to meet a level of overcollateralization equal to the Group I Overcollateralization Target Amount Date will be the Extra Principal Distribution Amount with respect to Loan Group I and will be included as part of the Group I Principal Distribution Amount and distributed in accordance with Third (A) and (B) below; and 4. any remaining Excess Spread with respect to Loan Group I will be the Remaining Excess Spread with respect to Loan Group I and will be applied, together with the Group I Overcollateralization Release Amount, as Excess Cashflow for Loan Group I pursuant to clauses Fourth through Eighteenth below. Third, to pay as principal on the Class I-A Certificates and Class I-B Certificates, paid in the following order of priority: (A1) For each Distribution Date (i) prior from the Interest Remittance Amount for Loan Group I, Loan Group II and Loan Group III, to the related Stepdown Date or (ii) on which a Group I Trigger Event is in effectSenior Certificates, the Group I Principal Distribution Amount for such Distribution Date will be distributed as follows: 1. to each Class of Class I-A Certificates on a pro rata basis until the based on amounts due, Current Principal Amount of Interest and any Carryforward Interest for each such Class is reduced to zeroand such Distribution Date, applied in accordance with the last paragraph of this clause (i); (2. to the Class I-B-1 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 3. to the Class I-B-2 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 4. to the Class I-B-3 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 5. to the Class I-B-4 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 6. to the Class I-B-5 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 7. to the Class I-B-6 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 8. to the Class I-B-7 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 9. to the Class I-B-8 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; and 10. to the Class I-B-9 Certificates, any remaining Group I Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero. (B) For each Distribution Date on or after the related Stepdown Date, so long as a Group I Trigger Event is not in effect, the Group I Principal Distribution Amount for such Distribution Date will be distributed as follows: 1. to the Class I-A Certificatesfirst, from the Interest Remittance Amount for Loan Group I Principal Distribution AmountIII, an amount equal to then from the Class I-A Principal Distribution Interest Remittance Amount will be distributed to each Class of Class I-A Certificates on a pro rata basis until for Loan Group II and then from the Current Principal Interest Remittance Amount of each such Class is reduced to zero; 2. to the Class I-B-1 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-1 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 3. to the Class I-B-2 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-2 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 4. to the Class I-B-3 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-3 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 5. to the Class I-B-4 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-4 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 6. to the Class I-B-5 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-5 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 7. to the Class I-B-6 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-6 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 8. to the Class I-B-7 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-7 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 9. to the Class I-B-8 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-8 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; and 10. to the Class I-B-9 Certificates, from any remaining Group I Principal Distribution Amount, the Class I-B-9 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero. Fourth, from any Excess Cashflow with respect to for Loan Group I, to the Class I-A M-1 Certificates, pro rata in accordance with the respective amounts owed to each such Class, an amount equal to (a) any remaining Current Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount Carryforward Interest for such Class for such and Distribution Date; Fifth; (3) first, from any remaining Excess Cashflow with respect to the Interest Remittance Amount for Loan Group III, then from the Interest Remittance Amount for Loan Group II and then from the Interest Remittance Amount for Loan Group I, to the Class I-B-1 M-2 Certificates, an amount equal to (a) any Current Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount Carryforward Interest for such Class for such and Distribution Date; Sixth; (4) first, from any remaining Excess Cashflow with respect to the Interest Remittance Amount for Loan Group III, then from the Interest Remittance Amount for Loan Group II and then from the Interest Remittance Amount for Loan Group I, to the Class I-B-2 M-3 Certificates, an amount equal to (a) any Current Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount Carryforward Interest for such Class for such and Distribution Date; Seventh; (5) first, from any remaining Excess Cashflow with respect to the Interest Remittance Amount for Loan Group III, then from the Interest Remittance Amount for Loan Group II and then from the Interest Remittance Amount for Loan Group I, to the Class I-B-3 M-4 Certificates, an amount equal to Current Interest and Carryforward Interest for such Class and Distribution Date; and (6) for application as part of Monthly Excess Cashflow for such Distribution Date, any Monthly Excess Interest for such Distribution Date. (a) any the Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Remittance Amount for Loan Group I will be distributed in the following order of priority: (x) first, concurrently to the Class I-A-1 Certificates and Class I-A-2 Certificates, Current Interest and any Carryforward Interest for each such Class for such Distribution DateDate on a pro rata basis based on the entitlement of each such Class; Eighth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-4 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (by) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Ninth, from any remaining Excess Cashflow with respect to Loan Group Iconcurrently, to (1) the Class III-B-5 A Certificates and (2) the Class III-A-1, Class III-A-2, Class III-A-3, Class III-A-4 and Class III-A-5 Certificates, an amount equal to (a) any Current Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Tenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-6 Certificates, an amount equal to (a) any Carryforward Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Eleventh, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-7 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Twelfth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-8 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Thirteenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-9 Certificates, an amount equal to (a) any Interest Carry Forward Amount, and then (b) any Unpaid Realized Loss Amount for such Class for such Distribution Date; Fourteenth, from amounts in the Adjustable Rate Supplemental Fund with respect to Loan Group I (only with respect to the initial Distribution Date as described herein) and from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-A Certificates, any Basis Risk Shortfall or any Basis Risk Shortfall Carry-forward Amount (as applicable) for each such Class for such Distribution Date, on a pro rata, rata basis based on the Basis Risk Shortfall or Basis Risk Shortfall Carry-forward Amount (as applicable) owed to entitlement of each such Class, after taking into account the distribution of the Interest Remittance Amount for Loan Group II and the Interest Remittance Amount for Loan Group 3 on such Distribution Date; Fifteenth, from amounts (b) the Interest Remittance Amount for Loan Group II will be distributed in the Adjustable Rate Supplemental Fund with respect to Loan Group I following order of priority: (only with respect to the initial Distribution Date as described hereinx) and from any remaining Excess Cashflow with respect to Loan Group Ifirst, to the Class III-B-1, Class I-B-2, Class I-B-3, Class I-B-4, Class I-B-5, Class I-B-6, Class I-B-7, Class I-B-8 and Class I-B-9 A Certificates, sequentially, in that order, Current Interest and any Basis Risk Shortfall or any Basis Risk Shortfall Carry-forward Amount (as applicable), in each case Carryforward Interest for such Class for such Distribution Date; Sixteenth, if the Adjustable Rate Supplemental Fund has not been terminated pursuant to Section 4.05and then (y) concurrently, to the Adjustable Rate Supplemental Fund, the lesser of (A1) any remaining amounts, and (B) the amount which, when added to amounts on deposit in the Adjustable Rate Supplemental Fund, would equal $25,000 with respect to Loan Group I; Seventeenth, from any remaining Excess Cashflow with respect to Loan Group I, to the Class I-B-IO Certificates, the A-1 Certificates and Class I-BA-2 Certificates and (2) the Class III-IO Distribution Amount A-1, Class III-A-2, Class III-A-3, Class III-A-4 and Class III-A-5 Certificates, Current Interest and Carryforward Interest for each such Class for such Distribution Date, and Eighteenth, any remaining amounts with respect to Loan Group I to the Residual Certificates. If on a pro rata basis based on the initial Distribution Dateentitlement of each such Class, after taking into account the amounts payable to the Class I-A Certificates and the Class I-B Certificates in respect distribution of the related Interest Funds for such Distribution Date is reduced due to the application of the related Net Rate Cap, the Trustee shall transfer from amounts on deposit in the Adjustable Rate Supplemental Fund Remittance Amount for Loan Group I for distribution to and the applicable Class or Classes of Group I Certificates on such Distribution Date, an amount equal to the lesser of (i) the amount on deposit in the Adjustable Rate Supplemental Fund Interest Remittance Amount for Loan Group I, III on such distribution date; and (iic) the amount of such applicable shortfall. All payments of amounts in respect of Basis Risk Shortfall or Basis Risk Shortfall Carry Forward Amounts made pursuant to the provisions of this paragraph (a) (including amounts paid from the Adjustable Rate Supplemental Fund) shall, Interest Remittance Amount for federal income tax purposes, be deemed to have been distributed from REMIC III to the holder of the Class I-B-IO Certificates and then paid outside of any 2007-AR1 REMIC to the recipients thereof pursuant to an interest rate cap contract. By accepting their Certificates the holders of the Certificates agree so to treat such payments for purposes of filing their income tax returns. For federal income tax purposes, payment of any interest accrued at a Pass-Through Rate in excess of the Modified Net Rate Cap, to the Class I-A Certificates and Class I-B Certificates shall be treated as paid outside of any 2007-AR1 REMIC and shall not be part of the entitlement of the REMIC III Regular Interest the ownership of which is represented by such Class of Certificates receiving such payment. (b) On each Distribution Date, an amount equal to the Interest Funds and Principal Funds with respect to Loan Group II for such Distribution Date shall III will be withdrawn by the Trustee from the Distribution Account to the extent of funds on deposit with respect to Loan Group II therein and distributed for such Distribution Date, in the following order of priority: First(x) first, from Interest Funds with respect to Loan Group IIconcurrently, to pay the Class III-A-1, Class III-A-2, Class III-A-3, Class III-A-4 and Class III-A-5 Certificates, Current Interest and any accrued and unpaid interest Carryforward Interest for each such Class for such Distribution Date, on a pro rata basis, based on the entitlement of each such Class; and then (y) concurrently, to (1) the Class III-A A-1 Certificates and Class I-A-2 Certificates and (2) the Class II-B Certificates in the following order of priority: 1. to each Class of Class II-A Certificates, the Current Interest and then any Interest Carry Forward Amount for each such Class, pro rata, based on the Current Interest and Interest Carry Forward Amount due to each such Class; 2. to the Class II-B-1, Class II-B-2, Class II-B-3, Class II-B-4 and Class II-B-5 Certificates, sequentially, in that order, the Current Carryforward Interest for each such Class for such Distribution Date, on a pro rata basis based on the entitlement of Certificates;each such Class, after taking into account the distribution of the Interest Remittance Amount for Loan Group I and the Interest Remittance Amount for Loan Group II on such Distribution Date. 3. any Excess Spread (ii) The Principal Payment Amount will be paid on each Distribution Date as follows: I. On each Distribution Date (a) prior to the Stepdown Date or (b) with respect to Loan Group II to which a Trigger Event is in effect, the extent necessary to meet a level of overcollateralization equal to the Group II Overcollateralization Target Principal Payment Amount will be the Extra Principal Distribution Amount with respect to Loan Group II and will be included as part of the Group II Principal Distribution Amount and distributed in accordance with Second (A) and (B) below; and 4. any remaining Excess Spread with respect to Loan Group II will be the Remaining Excess Spread with respect to Loan Group II and will be applied, together with the Group II Overcollateralization Release Amount, as Excess Cashflow pursuant to clauses Third through Fourteenth below. Second, to pay as principal on the Class II-A Certificates and Class II-B Certificates, paid in the following order of priority: (A) For each Distribution Date (i) prior to (a) from the related Stepdown Date or (ii) on which a Group II Trigger Event is in effect, Principal Payment Amount derived from the Group II Principal Distribution Amount for such Distribution Date: 1. I Mortgage Loans, concurrently, to each the Class of I-A-1 Certificates and Class III-A A-2 Certificates, concurrently to (i) the Class II-A-1on a pro rata basis, Class II-A-2 and Class II-A-3 Certificates, sequentially in that order, and (ii) the Class II-A-4 Certificates, based on their respective Certificate Principal Balances until the Current Certificate Principal Amount Balance of each such Class is has been reduced to zero; 2. to the Class II-B-1 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 3. to the Class II-B-2 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 4. to the Class II-B-3 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; 5. to the Class II-B-4 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero; and 6. to the Class II-B-5 Certificates, any remaining Group II Principal Distribution Amount until the Current Principal Amount thereof is reduced to zero. (B) For each Distribution Date on or after the related Stepdown Date, so long as a Group II Trigger Event is not in effect, the Group II Principal Distribution Amount with respect to Loan Group II for such Distribution Date will be distributed as follows: 1. to the Class II-A Certificates, from the Group II Principal Distribution Amount, an amount equal to the Class II-A Principal Distribution Amount will be distributed to each Class of Class II-A Certificates, concurrently to (i) the Class II-A-1, Class II-A-2 and Class II-A-3 Certificates, sequentially in that order, and (ii) the Class II-A-4 Certificates, until the Current Principal Amount of each such Class is reduced to zero; 2. to the Class II-B-1 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-1 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 3. to the Class II-B-2 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-2 Principal Distribution Amount, until the Current Principal Amount thereof is reduced to zero; 4. to the Class II-B-3 Certificates, from any remaining Group II Principal Distribution Amount, the Class II-B-3 Principal Distribution Amount, until the